A Shard of Glass
by KorovaMilkBar
Summary: Everything she had ever known was gone. Everyone she had ever loved was taken from her. In her darkest hour, she sets out to join them in the Well of The Allspark. Instead, she finds herself in a world where everything is different. Throughout the confusion and the pain, she is reunited with the person she had sworn to protect. But he remembers her quite differently.
1. Chapter 1

In the back roads of what used to be California, a lone vehicle was driving with it's lights off. It was an Autobot femme, perhaps the last one on the planet. She had been alone for a few days now, ever since her remaining friend was taken from her. They had all been taken from her, her trusted teammates, her leader whom she greatly respected, her human partner who was her best friend in the whole universe. They were all gone, snatched away by the Decepticons. They had failed to protect this world, now it had fallen under _his_ rule. World leaders had bargained with the 'Cons to live under the warlord's dictatorship in absolute servitude. This was why she was driving through the back roads in the dark. It wasn't safe to stay on the main roads. The Vehicon patrols were mercilessly on the lookout for any humans who dared to break curfew. There was no due process, only execution. And as possibly the only Autobot left on Earth, she was marked for death. She wasn't long for this world and she knew it. She wondered why she kept moving, why she hadn't just tried her luck out there and gone down fighting. Why hadn't she just cut her own main energon line? She certainly thought about it. She had nothing left to live for and stood no chance of gaining anything on her own. What was the point of living? In the back of her mind, she had already made a decision.

She continued to drive down the dirt road when two deer ran out in front of her. She stopped suddenly and managed to avoid hitting them. They ran back into the woods that surrounded the road and left the femme alone again. Deciding to risk being found as to not run over any organic creatures that may be fleeing from Decepticons, she turned on her headlights. It was only now that she noticed the tire tracks in front of of her. These days, no one drove anywhere, except for the Decepticons. There was something in these backwoods. At first, she thought to get away from there as quickly as possible. But then, she remembered her decision and decided to stop running. So she followed the tracks, ready to accept her fate.

She drove for a few minutes, pulling off the road and into a path cut through the trees. Eventually, she found herself in front of a cave. An energon mine, it had to be. This worked for her. If she was going to the Well of the Allspark, she could at least go out with a bang and take a few Vehicons with her.

The entrance was unguarded. Understandable, since there was hardly anyone left on Earth who could oppose them. The femme transformed and entered the cave. She crept through, ready for whatever was waiting for her. What she found at the heart of it was something she didn't expect. It was a ground bridge, just like the one her team would use. But this one's fuel source was exposed. It wasn't powered by regular energon, but red energon. The femme had to know what they were planning before she destroyed it. With her stealth skills still as sharp as ever, she silently grabbed one of the Vehicon workers behind a rock and pinned him to a wall.

"What are you doing with that ground bridge? Talk!" She viciously said with a hushed tone.

The Vehicon tried to get himself free, but the femme was not allowing it. Finally, he gave in.

"It's a space bridge, not a ground bridge, Autobot."

"A space bridge? Why? Where do you plan on going?"

"Earth is already ours, but our Master wishes it to be less...organic. The space bridge is for transporting building materials from Cybertron to build him a proper kingdom, starting with a new Darkmount."

The femme remembered the sight of the Decepticon fortress. She never wanted to see it again, especially here on Earth.

"And the red energon?"

"Just an experiment he wanted to try, how the space bridge would react to being powered by it."

"And you all volunteered to be his guinea pigs?"

"Not us...the fleshies."

The femme's optics widened.

"Humans?!"

"Yep, trial and error with the meat bags. If it doesn't work, nothing of value'll be lost. If it does, then it's off to the other parts of the universe."

"What do you mean?!"

"Earth isn't enough. The rest of the universe is going to bow before our master."

The femme couldn't let that happen, for another world to be at the mercy of the Decepticons.

"Like the pit it will."

"You ain't gonna stop us. You ain't even makin' outta here alive."

"Autobot behind the rocks, come out slowly!" A femme voice ordered.

Despite not having a face, the femme could feel the smirk the Vehicon was giving her. She stepped out, holding him in front of her. Standing at the console was a Decepticon she did not recognize. She was a purple and pink femme with red optics holding an energon rifle. The femme could tell that she was no low ranker in the Decepticons, but must've messed up somewhere to be safeguarding the space bridge.

"State your name, Autobot!" She demanded as she pointed her rifle at the femme.

"Frag off, 'Con!"

"If that's how you want it. I could care less who you are. You should know that you're probably the only Autobot on this rock. The rest have been dealt with."

"I know that already, you glitch! You 'Cons killed all my friends!"

"Friends? Oh...so you're one of the Prime's little followers. The Master did mention that one of you got away. Are you a fool or do you merely have a death wish to come here?"

"Maybe both, I don't know. But what I do know is that I won't let you condemn another world to the same fate as this one."

With that, she extended one of the blades on her back and cut down the Vehicon in front of her. She took aim at the fuel tanks of the space bridge by the console and fired at it several times. The Decepticon femme grabbed a nearby shield that was resting against the console and used to to protect the fuel tanks. The Vehicons surrounded the femme, arming there blasters. She extended her claws and began dodging energon blasts as she made her way to the nearest one. She swiped at his chassis before impaling him with her back blade. She lifted him off the ground and threw him at the Vehicons shooting behind her. She ran to the one on her right, impaling him was well. Then she turned to the one on her left, blasting him several times until he fell. The three on the other side of her had recovered and ran at her, blasters blazing. She jumped into the air and landed behind them. As they turned, she deflected the middle one's blaster, causing him to shoot the one next to him. She put her back blade through his neck and threw him against the wall. The final one was stabbed in his shoulders with the femme's blades, pulling him closer to her. She placed her blasters to his chassis and shot right through him. The femme let the Vehicon drop and turned back to the Decepticon. Before either could take action, more Vehicons had entered the area from another corridor. The femme took her stance, ready to take them all down. She ran for them with nothing to lose, only to blasted in the back by the Decepticon. She fell forward in pain, but extended her back blades to cut down the next Vehicon that got too close. The Decepticon fire into her back again, forcing her to retract her blades. The 'Con tossed her shield to one of the Vehicons, who pressed it against the femme's back to keep her from extending her blades again. She was lifted up by her arms, the shield still pressed against her back. She was made to face the Decepticon femme, who looked down upon her from the platform in disgust. The femme returned the look with absolute hatred.

"Bring her to the space bridge."

The Vehicons obeyed and dragged the defiant femme in front of the bridge. The Vehicon holding the shield knocked her in the back of the head with it into unconsciousness. He walked back over the the Decepticon and handed her back the shield. She walked over to the console and activated the space bridge. Normally, the vortex would be a mix of blue and white. With the red energon, it was a mix of white and green and it looked extremely unstable. The Decepticon looked at the coordinates, which she had set for Cybertron. They had been changed to an unknown location. She paid no mind to the change.

"Alright, let's test this thing already."

The two Vehicons held the femme up and walked closer to the unstable space bridge. They pulled her back before tossing her right in the center of it. The femme disappeared in the vortex which caused an unstable reaction. The space bridge began glowing brightly, casting off electric pulses through the archway and back through the consoles. The Decepticon saw the coordinates malfunctioning as the controls went haywire. Suddenly, the red energon was ignited, causing a massive red explosion that swallowed up the Decepticon, the Vehicons, and the entire cave. The blast could be seen from the near by road where several Vehicons were out on patrol.

There was nothing left of the cave or the space bridge. Several offlined Vehicons were scattered throughout the smoking rubble. The Decepticon was nearing her end as her torn frame lied beneath the remains of the cave. The last thought in her processors before her spark was extinguished was of where the Autobot femme was sent to.

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Arcee and Jack rode down the peaceful road of upstate New York. Initially, they wanted to ride around the city for a while. Unfortunately, Arcee had forgotten all about New York City traffic and spent most of the day trying to escape it. They had finally made it out of that hell hole and to the more rural part of the state. Both were enjoying the quiet ride through the beautiful autumn landscape. Arcee had to admit, sometimes Earth was prettier to look at than Cybertron.

But as always, the Decepticons had to ruin the day. Several Seekers were spotted coming from the rear and soared overhead.

"Well, there goes our day." Jack said.

Arcee sighed.

"Sorry, Jack. First the city and now this. I'll call for a ground bridge to send you back to base."

"Call for back up too, Arcee. I don't like you taking on that many Decepticons alone."

She shifted her mirrors to Jack.

"You worried about me, Partner?"

"Of course I am." He said as if she should've already known that.

"Come on, I can handle a few Seekers."

"I'm sure you can, but they can still hurt you. They have the air advantage, ya'know."

"Scrap. You're right, Jack. I'll call for back up."

Arcee attempted to contact the base but was met with static.

"Comm links are being jammed."

"What?"

"Jack, when they come after us, stay down and keep your distance."

"Alright, Arcee. You be careful too."

"Don't worry, Partner. I will."

Arcee veered off into the nearby woods and transformed. She signaled for Jack to find a place to hide will she waited for the 'Cons to make their move. She did have to wait long before they began firing down upon her from the air. She looked back to make sure that Jack was far enough away from her. The trees took most of the energon blasts, Arcee dodging the few that made it through. Realizing their disadvantage, the Seekers transformed and landed around the two wheeler. There were eight of them, slightly uneven odds for the Autobot SIC. She shifted her arm blades and ran for the one in front of her. Moving between his shots, Arcee spin kicked the Seeker and kicked his chassis with her other pede before she landed back on the ground. The other Seeker went to shoot her, but ended up getting his blaster cut in half before being cut down himself. The remaining six attempted to shoot her down, but Arcee back flipped her way to a safe distance and returned fire. They exchanged blasts, Arcee moving around the forest while the less ground combat savvy Seekers remained in formation. The trees provided excellent cover for Arcee as she shot down one in the chassis and blowing off the helm of another.

Meanwhile, Jack watched from the behind the large rock, silently cheering his partner on. Sometimes, he understood why Miko wanted to be in the heart of the action. The sounds of several engines getting closer caught his attention. He looked over and saw several Vehicons of a type he had never seen before. With dark red and black colors, they were riderless motorcycles clearly not of Earth design. They zoomed past with incredible speed and were heading towards the battle.

"Arcee, Vehicons!" Jack shouted from behind the rock which got the attention of three of them.

"Scrap." He said.

"Jack, Run!" Arcee yelled.

Jack ran from his cover and Arcee took her alt to try and direct the Vehicons away from him. The Seekers tried futility to run after her, but it was the two wheelers that were able to keep up. Arcee saw the three chasing Jack out of her sight and decided to meet back up with him. As she changed directions, several of them had shifted to their chase modes where their top halves had transformed but they remained on one wheel to give chase to the target.

"Ugh, I always hated these type of drones." Arcee said to herself as she swerved from side to side to avoid their blasts.

Jack was longer within her sights and she was forced to transform to deal with these Vehicons. Jack, on the other hand, could not outrun these motorcycle drones. He had somehow given them slip and hid behind a fallen tree. The Vehicons were scanning the area to find him, so he dared not make a move or a sound. That did him no good.

"I found'em!" One of the Vehicons yelled, who turned out to be a femme.

Jack ran for it as fast as he could but was immediately bypassed by two of them. The spun around and began driving straight for Jack. He was stuck between the two and the one behind him. He desperately ran to the side but they began closing in on him, ready to cut him off. The sudden sound of a furious engine caused Jack to stop running. Before he knew what was happening, a black and blue sports car came from out of nowhere and headed straight for Jack. The two motorcycles veered off the the side to avoid crashing into this mystery vehicle as it set itself into a drift, still moving in Jacks direction. He attempted to move out of it's way, but the door flew open and he felt himself being tripped inside of it. The door slammed shut and the car took off with the Vehicons behind.

Jack gathered himself and took a looked around the vehicle's interior. He sat up and noticed the rear view mirror shift to look at him. Jack was confused, but he didn't feel threatened. He looked at the steering wheel and the the blue and and white Autobot symbol in the center. Jack sighed in relief when he was confirmed to be in friendly company.

"Thank you." He said as he scooted into the drivers seat.

Jack felt the seat belt wrap around him slowly, holding him in place. He knew it was for his safety but he couldn't help but feel like the seat belt was...hugging him?

"So...who are you?" He asked.

The seat belt suddenly tightened, seemingly becoming tense. Jack could swear he felt it trembling.

"Are you okay?" He asked out of concern.

The Autobot didn't reply for a moment. Finally, it worked up the will to speak.

"J-Jack?" the feminine voice said in clear distress.

Jack was taken back by this Autobot apparently knowing who he was. But before things could get anymore confusing, they came under fire from the three Vehicons. They were now in chase mode and firing upon the sports cars. The seat belt tightened even more as the vehicle began swerving through the trees. Such a thing was difficult for the likes of Bumblebee, Wheeljack, and Smokescreen, but this femme seemed to be really good at it. Unfortunately, the Vehicons had no trouble with their smaller forms and continued to shoot at the vehicle.

The femme began to slow down, allowing one of the Vehicons to pull beside her. She took aim at the window, directly at Jack. The femme quickly swerved left and smashed the Vehicon into a tree, crushing it's chassis. She sped up and allowed the remaining to give chase. Once she reached maximum speed, she went into reverse. One of the Vehicons was able to move out of her way, but the other was caught by her rear bumper and rammed straight into another tree with enough force to knock it over. The femme drove forward again, leaving the downed drone behind, and saw the remaining Vehicon coming for her. Once again, she went to her max speed and drove directly into the Vehicon, carrying it on her hood. The Vehicon attempted to aim for Jack in the driver's seat, but the femme began running down trees, causing more damage to it with each collision and kept it from firing. The injured Vehicon managed to break free and ended up on the passenger's side. The femme then swerved right and knocked it into the path of an oncoming tree at great speed. The Vehicon ran through the tree and stumbled forward in a poor state. The femme busted a u-turn and drove back for it. Before it could recover, it was run over and crushed by the femme's wheels, leaving a streak on energon in the dirt. She then drove away to get Jack to safety.

"Primus, that was intense." He said the femme loosened his belt enough for him to look over his shoulder. "You really save my aft back there."

The femme still didn't speak and Jack could steel feel her tension in the belt.

"Hey, who are you anyway?"

Again the belt tightened.

"And how do you know my name?"

He was met with more silence as the femme pulled off in another direction. She pulled up to the edge of a creek and released Jack from her seat belt. The door opened and he stepped out. He took a step back to look at the black and blue sports cars.

"What's wrong? Are you hurt?" He asked.

After a moment of hesitation, the femme began to transform. Jack took several steps back when he saw her. She knelt on one knee in front of him, her expression uncharacteristic of who she was. The look on her face was a mixture of disbelief, worry, and sadness. She reached out to touch Jack's face with her servo. When he flinched as she got closer, she pulled back. It seemed like the more she looked at him, the sadder she became. She looked to be on the verge of tears if Cybertronians were capable of it.

"Jack...don't you remember me?"

Jack said nothing, his nervous confusion visible.

"It's me, Airachnid, your partner."

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 **Welcome to my new story, A Shard of Glass. Starring Airachnid and Jack. A bit short, but it's only an introduction right now.  
**

 **So, I'm not sure if you can call this a Shattered Glass story since it takes place in the cannon TFP world with only a single character from the AU. But yeah, the femme is basically Airachnid in the original world.**

 **Now, I made a few changes to the AU. First thing, the factions haven't switch sides, the characters switched factions. The Autobots are now the Decepticons and vice versa, meaning that in SG Airachnid's world, Megatron was a Prime. I also changed Airachnid's alt mode. She still has her spider form, but her vehicle mode is some kind of sports cars. I found it difficult to decide what kind of sports car she would take for her alt, so I'll leave it up your imaginations on what kind of car she is. The reason for the change is because I wanted her relationship with her Jack to be like the one this Jack has with Arcee, in that they enjoy riding together and she drastically ups his cool points. I can't imagine them having that same chemistry with her stealth helicopter mode. As a result, this had caused a slight change to her frame design. Nothing too drastic, she more or less looks the same. I'll explain how her spider legs somehow work into her alt mode next chapter. Also, the Decepticon in the cave with the space bridge was Chromia.  
**

 **Speaking of which, I have to be realistic here. I'll try and update this story as often as I can, depending on the reaction I get. But Old Nightmare remains my first priority and will be getting the most attention in updates and new chapters. But I'm already enjoying this story and am excited to go into it full time, ya'know, except for my job and all that. I hope you enjoy it too. Korova out.**


	2. Chapter 2

When she finally regained consciousness, it took her a moment to put everything back together. Even with her memory of what happened thrown around a bit, she knew something was off about where she was.

The last thing Airachnid remembered was being alone and on the run, as she had been for the last orbital cycle or so. The reason for that was simple, everyone she knew was dead. That thought alone made her not want to get back up. But she remembered driving through the back roads and coming across what she thought was a Decepticon energon mine. Turned out, it was a building site for an experimental space bridge powered by red energon. A fight broke out, then everything went black.

Now here she was, in woods that should not be. The Decepticons had won the war. Earth was now theirs. Their leader, Lord Optimus, despised all things organic and often destroyed places like this. There were still few forests and woods left in the world, but never so undisturbed by Decepticon activity. As far as Airachnid could tell, no vehicles had been in this area. Curiosity was the only thing driving her at this point. Once she got her answers, she was going to meet her death head on. She'd had enough, she just wanted this nightmare to end. So she began searching the forest, looking for those answers.

Things only got more confusing as she went on. The 'Cons never let this much natural land go undisturbed, not without leaving an outpost or an energon storage site. She was sure that she would've seen a human labor camp by now. Another thing that bothered her, she was driving in the Fall season. The last she checked, it was late Spring. Had she been out that long? The longer she drove without running into any Decepticons, the more nervous she was becoming. Something was very wrong with this scenario. Thankfully, that was remedied by the sounds of motorcycle engines.

It had to be Arcee's MC. Hopefully, it would be one of her "Prospects" commanding them and not that glitch herself. Even if Airachnid was ready to die, she didn't want it to be at hands of her most hated enemy, not after what she had taken from her. Airachnid headed for the direction of the sounds and eventually caught sight of the Vehicon Two-Wheelers. They were giving chase to someone, but Airachnid couldn't see who through the trees and the falling leaves. But she could tell that it was a human. That'd be a good idea, save one more human life before giving up on her own completely. Jack would've liked that. She drove ahead to cut the three drone patrol off and save the little human. She saw that they were trying to cut him off from both directions and prepared to drive them away. That's when she got a good look at the human they were chasing.

Airachnid felt her engine stall for a moment. Her entire frame had frozen. It couldn't be, it had to be a trick. Maybe she'd finally gone crazy from everything she'd been through. Maybe she was still unconscious and experiencing what humans referred to as dreams.

"Jack?" She said to herself with the weakest of voices.

Dream, hallucination, ghost, it didn't matter in that moment because without even thinking, she drove straight for Jack and took him into the drivers seat. He collected himself, sat proper in the drivers seat, and thanked her for saving him. The moment she saw his smile, she wrapped her belt around him firmly. She knew that smile anywhere. He was real, it wasn't an illusion. Suddenly, her desire to die was disappearing. But his next words would cut her to her very core.

"So...who are you?"

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Now here they were, by the creek where she had gotten him safely, with him looking at her like she was a total stranger. No, that was wrong. That was how he looked at her when he was riding in her alt. The look of shock when she transformed showed some kind of recognition, but not the right kind. The way he flinched when she went to touch him, that filled her spark with dread.

"Jack...don't you recognize me? It's me, Airachnid, your partner."

The look of shock turned to disbelief as he backed away a few more steps. Her hope was dying in her chassis as his behavior grew more worrisome. This was not how her partner acted around her, this was how he acted around Arcee, the 'Con that wanted to spill his blood so badly. The silence he was giving her was too much to bear. She needed to hear his voice, anything from him.

"Jack...say something." She pleaded.

At the very least, he became less tense.

"Airachnid?"

It was said with such disbelief, but she didn't care. Airachnid could feel her hope rising in her spark.

"Yes!" She said with that same hope in her voice. "You _do_ know me, don't you?"

"I know who you are."

The way he said it scared Airachnid.

"But you're _not_ my partner."

Suddenly, Airachnid felt her hope drop like a stone. How? How could he say that her? After all they had been through, all the times they shared, the bond between them, how could he say something so hurtful?...Then it became clear to her what was happening.

"I understand."

She looked away and began staring at her own servos.

"I'm _not_ your partner...I didn't save you. I couldn't protect you from her. _I let Arcee take you away from me. I let you down_... _Jack_..."

She dropped to her knees, unable to look at him. She did die in that cave, she thought. This Jack that was standing before her was her punishment, her punishment for her failures, for giving up instead of fighting back. He was there to torment her, to remind her of her failures, to hate her for it. This wasn't the Well of the Allspark, this was the Pit of Unicron.

" _Jack, I'm sorry._ " She said through the strain of her voice.

She buried her face in her servos, submitting to her fate. This was her eternity now, her own personal hell, as humans would put it. But then she felt something, a hand placed upon her leg. She looked down and saw Jack staring up at her with the same look of concern he had always shown.

"What are you talking about?" He asked.

Now the both of them were confused. It was clear to her that Jack was not angry at her, but he still didn't see her as his partner. He acted the same way that she remembered, but not the normal way he would for her.

"Jack, lift your shirt for me?"

True to his nature, Jack looked quite embarrassed. Any other time, it would've made her laugh, but this was too important.

"Um...what?" He said in that awkward way she had come to know so well.

"Please, Jack?" She asked with a hint of desperation.

Her voice was clearly affecting him, so he did as he was asked. He nervously lifted his shirt up and exposed his pale chest. He never did have much color to him. But his skin tone was not what concerned Airachnid, it was what was missing.

"Jack, where's your scar?"

Again, Jack looked confused as he pulled down his shirt.

"Scar?"

Airachnid stared at Jack, trying to figure out what this all meant. Then it began to make some kind of sense.

"You're not my Jack." She said with realization.

For once, the answer didn't seem to confuse Jack. He actually looked like he agreed with her.

"And _you're_ not the Airachnid I know."

Airachnid stood up, feeling her previous loneliness return. This wasn't her Jackson, her partner. She didn't know what this meant, how it was possible. But if he wasn't the friend that she knew, then she was alone again. As nice as it was to see him once more, she still had no one. She turned to leave. She knew that this Jack had some connections with the Autobots, who were apparently still around, and would have access to a ground bridge. Even though she would've liked to have her questions answered as to what this world was, she couldn't bear to see more dead friends who apparently didn't know her, so she began walking away.

"Wait." He called for her.

She didn't stop. She didn't even slow down.

"Go home, Jackson. Forget you saw me."

"Please, tell me who you are."

That made her stop. She didn't look back at him, she only looked down.

"I'm no one, no one important."

"You're an Autobot, that makes you important to me."

Her spark jumped when he said that, a faint but familiar happiness being felt. She looked back this time, a sad smile on her face.

"You haven't changed. You're the same as _my_ Jack."

She could see the worry on his face and just as she would with the Jack she knew, she wanted to take that worry away. A part of her didn't want to leave him behind. Even if this wasn't _her_ Jack, she didn't want to be alone again. She didn't want to die anymore. The thought of Jackson still being here was enough to will her to live, but she was still alone. She didn't know what to do? Should she stay with this Jack, or should she try and find other Autobots on this planet that weren't connected to him? She was conflicted...and scared. Then she heard a voice that made her angry.

"Jaaaack." Arcee called for him.

Airachnid's instinct took control and she quickly pulled Jack behind her. Her legs detached from her compartment and shifted the blades at the end. She shifted her servos into claws and bared her acidic fangs. Arcee was not going to hurt _this_ Jack.

"Airachnid, wait!"

She looked down at worried Jackson.

"No matter what happens, you stay back! If I go down, run far away and don't stop running! Do you understand me, Jack?"

"Just hold on, Airach..."

"Jack, Please! Just do what I say!"

Before they could go any further, Airachnid heard the shifting sounds of a transformation which was followed by the pede slamming into her helm. She flew back, away from Jackson and landed over the creek. When she recovered, she saw Arcee standing in front of him with her blasters armed. Airachnid hissed at the sight of her.

"GET AWAY FROM HIM!"

She lunged at Arcee, switching to her spider form and colliding with her. She had the femme pinned down, slamming two of her legs on both sides of her helm.

"I'm gonna kill you, you glitch!"

Arcee responded by headbutting her off and round housing her away. She looked at her nemesis who had shifted her arm blades, typical Arcee. She went back to bipedal form and drew her blades once more.

" _That's_ different." Arcee said. "And what's with the new paint job?"

Airachnid didn't answer, she just raised her blades and prepared for her next attack.

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The second she saw Airachnid standing so close to Jack, Arcee went on the attack. She hadn't expected to see that spider-glitch here, but she knew that meant trouble for her partner. Whenever Airachnid was involved, Arcee had to be fierce to protect him. She was not going to rob her of another partner. Once she got her away from Jack, Arcee ordered him to run and call for a bridge once she was able to hold Airachnid's attention. Jack had tried to explain something important to her, but Airachnid fought back before he could finish. It was only now that she began to notice something was different about the worst Decepticon she ever knew.

The first thing that threw her off was her rage. The moment she threw her first attack, she did it so viciously. It was well known to both Autobots and Decepticons of the animosity between the two femmes. But while they both hated each other, Arcee held much more in her spark than Airachnid. She, on the other hand, often treated Arcee as a play thing, someone to torment. She enjoyed the hatred she received from her, often using it against her. It was only when the tables were turned that she would let her own hatred slip through and that was more frustration than anything else. Now, she was acting like Arcee had done something to her personally. The way she threatened to kill her, that was not like Airachnid at all.

Her colors were different too, blue, black, and silver instead of purple, black, and gold. That was minor, any Cybertronian could get a paint job. But her frame was different as well. At first glance, it looked the same. But upon closer inspection, she could see the plates of her chassis resembling the front of a car and four wheels on her legs and upper back. Her withdrawn legs had also changed, locked together tightly behind her in what looked like some kind of pack. When she raised them, she drew short blades from the tip. When did Airachnid receive this upgrade?

None of that mattered. Whatever her deal was, Arcee didn't care in the slightest. She didn't even care how she got out of her stasis-pod. She wasn't going to let her live this time. She was going to pay her back for the things she'd done.

Arcee charged at Airachnid, deflecting both strikes from her legs. Airachnid swiped at her face, but Arcee ducked under and swiped at her helm. Airachnid pulled back in time, she was a little faster than she remembered. Arcee continued to swipe at her, but was missing due to Airachnid's reflexes. With one more missed swipe, Arcee swung her leg and kicked Airachnid to the side. She responded by striking at her with two of bladed legs. Arcee had stopped them both with her servos and lifted herself up to kick Airachnid with both pedes. To her surprise, Airachnid had crossed her arms and blocked her attack. When did her reflexes become so quick? Airachnid then took Arcee's pede with one hand and wrapped her free arm under her legs. She then slammed the femme into the ground behind her before pinning her down with her spider form.

"Arcee!"

Arcee looked over her shoulder and saw the rage filled Airachnid.

"You've already taken enough from me! No more!"

Arcee had to check her audio receptors to make sure she heard that right.

" _I've_ taken?!"

Managing to loosen herself, Arcee turned over and elbowed Airachnid off of her. She went to drop the heel of her pede on top her her, but was caught in Airachnid's clawed servo. She had just managed to pull away fast enough to avoid her bladed spider leg from beneath her and back-flipped away to put some distance between them. Airachnid stood up with that scowl still on her face.

"What have I ever taken from _you_ , Airachnid?"

"Everything!"

"And what about Tailgate?! Have you forgotten about him?!"

"Tailgate got what he deserved, so did Cliffjumper! You're the only one who hasn't gotten what you have coming to you!"

Now Arcee was angry. How dare she try and justify the deaths of Tailgate and Cliffjumper. How dare she absolve herself _and_ Starscream of any guilt.

Arcee ran to Airachnid, dodging the blasts from her palms. She jumped into the air and brought her leg back to kick Airachnid. It was blocked by her spider legs while the four on her opposite side knocked her back. Arcee blocked them and landed on her knee, feeling where a few blades had nicked her. Getting frustrated, she transformed into her alt and drove for Airachnid who continued to open fire on her. Swerving between the blasts, Arcee transformed a few feet from her and somersaulted over her completely. Airachnid turned around just quick enough to be kicked to the ground. She landed on her chassis and Arcee moved before she could recover. She pinned her down with her knees on her spider legs, her blaster the back of her head.

"If you're a spiritual femme, go'head and get on your last prayer!"

"Arcee, no!"

Arcee turned to see Jack staring at the both of them with the look a fear in his eyes. Why hadn't he run away? And why was he stopping her?

"Jack, I told you to run!" Arcee yelled.

In her distraction, Airachnid rolled over and threw Arcee away from Jack. She took a stance in front of him.

"You don't get to order him around!"

"And you don't get to tell me how to deal with my partner!"

Airachnid looked shocked by what she just said, shocked and hurt, hurt emotionally. Such a thing was not something Arcee thought possible for Airachnid. She stood straight, seemingly lowering her defenses. She turned around to look at Jack, putting Arcee on point with her blasters up.

"Hey!" She yelled which went ignored.

"Jack...is she...is she telling the truth?"

Arcee was completely caught off guard by the way she was talking to Jack. That seductive tone that masked her sadism was nowhere to be heard. Instead, she talked to Jack as if she knew him...on a personal level. And she sounded sad, hurt...and afraid. Arcee was so caught up Airachnid's uncharacteristic personality, she didn't realize that she had disarmed her own blasters.

Arcee saw the hesitance in her partner's face. There was no fear or hostility in them, only compassion and worry. He could see it too, that Airachnid was not herself. She was still staring at him, waiting for his answer.

"Yes, she's my partner."

Even with her back to her, Arcee could see her posture shrink. What Jack had said was clearly affecting her in some way.

"I...I see...You really _aren't_ my Jack, you're hers...But that means..." Airachnid stopped when she turned to look at Arcee.

It was only now that the Arcee noticed the symbol on her chassis. She was so angry and worried before, that she had failed to see that Airachnid wore the symbol of the Autobots. She looked at Airachnid, who was staring at her winglet.

"You're an Autobot." Airachnid said in realization.

"So are you." Arcee replied the same way. "Who are you?"

Airachnid locked her spider legs in and withdrew her claws.

"I'm nobody."

With that, she took one last look at Jack and began to walk away. As long as she knew that he was in good hands, and it seemed he was, she would be okay. But something was yelling at her to stay. Try as she might, she couldn't ignore it. She didn't want this to be the last time she saw him.

"Airachnid, wait." Jack called.

Airachnid stopped. Had Arcee called for her, she would've kept walking. But hearing Jack's voice again had that power over her.

"You don't have to go."

"Jack!" Arcee protested.

Jack turned back to Arcee.

"Arcee, this is not the Airachnid we know. She doesn't want to hurt me, or you now that she knows you're an Autobot. She saved me from those Vehicons."

Arcee looked at Airachnid's back with surprise.

"Is that true?" Arcee asked.

Airachnid didn't speak at first. She glanced back without actually looking at Arcee.

"Take care of your partner, Arcee. Do whatever you must to protect him."

Once again, she was about to leave. Once again, Jack's voice stopped her.

"Please, don't leave."

She just couldn't walk away.

"I don't know what's going on. I don't know where you came from, but I can tell you're scared. And you're alone, but you don't have to be. We can help you."

Airachnid was clenching her servos tightly, fighting the pain in her chassis. He was so much like the Jack she knew, they were one in the same. But it still hurt to know that he didn't have the same memories they shared.

"Come with us. We can figure this out."

Neither could see the pained expression on her face and no one could know of the battle inside of her as she struggled with her decision. If Jack was alive, then that could mean the others were alive. But if Arcee was an Autobot, then her allies would be as well. And what of _her_ allies? Were they now Decepticons? Starscream, Soundwave, Breakdown, Knockout...Megatronus, would they be her enemies in this world? Did she really want to know, to see her departed family desire to end her life?

"Airachnid, are you okay?"

Airachnid opened her eyes and saw Jack standing in front of her. Once again, he had his hand on her leg. She couldn't say no to him, not when he looked at her that way. She looked back at Arcee, who looked cautious, but not hostile.

"Can you promise that she won't attack me?"

Jack looked to Arcee, who sighed in submission. She put her finger to her comm link.

"Ratchet?"

She heard static at first, but was able to reach the base.

 _"Arcee, we were unable to detect your signal. Are you and Jack alright?"_

"We're okay, Ratchet. We just a need a ground bridge."

 _"Sending one right now."_

"Ratchet."

 _"What is it, Arcee?"_

"...We found another Autobot."

There was a moment of silence before he replied.

 _"Why do I sense hesitance coming from you?"_

Arcee thought for a moment about what to tell him.

"Look, just...tell everyone keep their engines cool."

Again, another pause.

 _"If you say so, Arcee."_

A second passed and then a ground bridged opened up. Airachnid was nervous about going through it, not knowing of what was waiting for her.

"Hey."

She looked down at Jack who was still by her side offering up a supportive smile.

"It's alright, we're all good guys here. I promise."

Airachnid returned the smile and proceeded to follow Arcee through. Whatever was on the other side, at least she had Jack with her.

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She stepped in behind Arcee with Jack standing next to her. If he hadn't been there, she could've never done this. The first thing that caught her eye was the Autobot symbol right in the center of the main area. Then she examined her surroundings and realized that this was some kind of facility once inhabited by humans, as evidence by the walkways. It wasn't the immobile Ark that used to be her base, hidden in the mountains and blocked off by the military just outside of Jasper, Nevada. It was most certainly not the Nemesis, which she and Soundwave had infiltrated more than once. As she looked around, she saw two familiar faces. Standing by what appeared to be a human entertainment area, much like the one on the Ark, were Miko and Rafael. Seeing them alive filled her spark with happiness, that was until they reacted to her presence. Miko grabbed Raf and moved him behind her, her usual loud tendencies halted by visible fear. Airachnid looked away, hoping they didn't notice the hurt in her optics. She noticed that one human was missing. But she thought little of it, deciding that it was one of the many things different in this world.

Finally, the one manning the ground bridge turned his attention to them. Both he and Airachnid were shocked by the sight of each other. It was Ratchet the Surgeon. He was suppose to be a medical officer, but Optimus often had him administer punishment by way of unnecessary amputations. That and he would often treat captured Autobots as spare parts, harvesting their components while they still lived. But like Arcee, he was very different. His usual, uncaring demeanor was replaced with some actual concern, especially when he saw her. And just as Arcee was now sporting a blue and pink design instead of her purple and black, Ratchet's color was no longer pure white but white and orange, his apathetic yellow optics now greenish and full of expression.

He stared at Airachnid, then looked to Arcee, then back to Airachnid.

"Optimus!"

Airachnid tensed up when he called for the Decepticon warlord and sure enough, she heard his heavy footsteps. As much as she hated to admit it, Optimus had always scared her. Those pitch black and blood red colors, those cold silver optics, and that stoic expression that masked his cunning and his ruthlessness. She never saw him smile, not once, and that always disturbed her. But when he entered the room, she was thoroughly surprised by who she saw.

His colors were much brighter, red and blue. And his expression, while still stoic, didn't seem to hide cruelty of any kind, but actually gave off the feel of leadership. And his optics were no longer fierce and intimidating, but warm and comforting with their electric blue color. Of course once he saw her, his expression hardened considerably.

"Arcee, what is the meaning of this?" He asked with powerful authority. Airachnid noticed the difference in his tone easily from the one she knew.

Arcee stepped forward.

"Uh...Sir...it's hard to explain."

"She's an Autobot, Optimus." Jack stepped in to say.

That seemed to throw Optimus off as he looked over to Airachnid. She felt uneasy as he began examining her all over. She couldn't help but look away.

"Uh...dude, are takin' crazy pills or somethin'?"

Same old Miko.

"Airachnid is _not_ an Autobot. She's like the worst 'Con there is. She tried to take your head off in the forest _and she kidnapped your mom_."

Everyone heard Airachnid gasp at what Miko had said as she looked right at Jack.

"Jack...did I really do that?"

Jack's hesitant expression gave as much answer as his silence. She took a step back as she processed what she had learned. Then she heard three engines coming from the tunnel behind her.

"They're back!" Raf excitedly yelled.

Airachnid could see the headlights approaching and backed up into the archway of the ground bridge, hoping to not be seen right away. Three vehicles pulled in, a dark green SUV, a black and yellow muscle car, and a none too subtle white and blue race car with the number 38 on the doors. The SUV transformed into Bulkhead, no longer dark grey with rage filled red optics, who went to Miko and placed her on his shoulder. The muscle car transformed into a young looking mech that looked very familiar to her. He walked to the platform and began talking with Raf with noticeable excitement. He seemed to lack the ability to speak, as he only communicated with beeps and whistles. Rafael seemed to understand him just fine. The final one she did not recognize, another young mech who didn't seem to have a partner.

None of them appeared to have noticed her and she was hoping they wouldn't. This was too bizarre for her, to see those who had done so many horrible things acting so...happy and kind. Then again, this is probably what Jack felt when he saw her.

"Airachnid." Jack was by her side again, still showing his support. "It's alright, I already explained to Optimus what happened."

She felt grateful to the teen, especially when she saw that Optimus was no longer looking at her so distrusting. From the corner of her optics, she saw both Miko and Raf pointing in her direction. She knew what was next.

She heard three blasters shift and power up, intending to blow her away. She cautiously looked over and saw the three mechs without the faintest sign of welcome. Somehow, this was much more comfortable to her.

"Autobots, stand down." Optimus ordered.

The three of them looked at Optimus like he was crazy, but did what he said regardless.

"Optimus, what the frag is goin' on?!" Bulkhead hollered.

 **"What is she doing here?! How did she escape?!"** The yellow mech beeped in.

"Just say the word, boss. I'll blast that glitch's helm clean off." The blue mech boasted.

"You will do no such thing, Smokescreen. Things are not as they seem." Optimus replied.

Optimus walked past the others and stood before Airachnid. He may not have been as threatening as he was before, but he was certainly still intimidating.

"Jackson has told me that you protected him from Decepticon forces and that you are not the same Airachnid that we have come to know."

Airachnid nervously nodded in response.

"Tell me, who are you and where do you come from?"

"I don't...I don't really know. Everything here is...wrong."

"Hm...You are clearly not the same Airachnid that has become our enemy."

"No...I'm not. I...I mean you no harm, you _or_ the children Opt... _Lord_ Optimus."

She tried to be as respectful as possible as to not give them reason to attack her. Optimus didn't seem to appreciate his new name.

"I am no lord. I am Optimus Prime, leader of the Autobots."

Airachnid became shocked at that. This Optimus became a Prime?

"I say it's a trick." Bulkhead yelled which put all optics on him. "This is some kind of game that she's runnin'. I don't trust this 'Con for one nano-click. I don't know how you got out..."

"Got out of what?" Airachnid cut him off which didn't seem to sit well with him.

"Let me show you." Jack said, leading her down the hall.

Airachnid followed along with Arcee and Optimus. The others remained where they were and began talking among themselves about the situation. He led her to a storage room where a stasis pod was being held.

"Take a look." He said as he motioned to it.

Airachnid took one look through the opening and pulled away in shock, the look of horror upon her face.

"That's..."

"You." Arcee finished.

Frozen in a fearful expression, another Airachnid was staring back at her. She, like every other Cybertronian in this world, was different. She was black with parts of dark purple and gold in her color scheme, her optics pink instead of purple. What was this place, some kind of mirror world where everything was reversed?

Airachnid looked down with such disbelief, holding her helm with both servos. She backed into a wall and slid down to a sitting position. Jack walked over, obviously worried about her.

"I'm...okay, Jack."

Jack got closer.

"No, you're not. You're freaking out."

She kept her head down, afraid to ask what she was about to ask.

"If you're the Autobots, then the Decepticons are..."

Both Optimus and Arcee moved closer as well.

"Megatronus leads them, doesn't he?"

She looked at Optimus, who seemed unwilling to answer.

"He is now known as Megatron, but yes, _he is_ the leader of the Decepticons."

"Starscream, Soundwave, Knockout, Breakdown?"

"They are all under his command."

It was as she feared. Her allies, her loved and trusted family were the enemy. This had to be some kind of punishment, for wanting to throw her life away in desperation.

"It's okay, Airachnid." Jack said.

Airachnid closed her eyes and shook her head.

"It's not okay. Those are my friends out there, my family. I can't fight them...I lost..."

She stopped herself. There was no reason to reveal the fate of her world to them.

"I shouldn't be here...I can't be here."

"But where will you go?" Jack asked.

"I don't know, Jack. But I don't belong here. I'm the enemy."

"You are _not_ the enemy." Optimus spoke. "You have already proven yourself as an Autobot."

"And besides, you're all alone out there. This world's Airachnid isn't exactly on good terms with the other Decepticons, they'll attack you on sight." Jack added.

Airachnid had lowered her hand just above her ankle, low enough for Jack to hold onto it.

"You're not safe out there. You can stay here with us until we figure out a way to send you back home."

She knew he meant well, but he didn't know the truth. Airachnid had no home to go back to. She didn't want to stay at the base with the very people who took everything from here, with the femme that took Jack from her, with her doppelganger who apparently was no better than the Arcee she knew. But Jack clearly didn't want her to get hurt and she didn't want to worry him. He had always worried about her. She had always figured he got that from his mother.

Jack was watching her, waiting for an answer. She looked over to Optimus, who seemed to hold no ill will towards her. Then she looked to Arcee, who was unreadable to her.

"What about you? Do you still wish to kill me?"

"That depends, do you?"

Airachnid looked at the pod, then she looked down.

"No."

Arcee also looked at the pod.

"Now that I see you both, I'm starting to see the differences between you two. You're nothing like her. You may as well be a different femme altogether."

She looked back at Airachnid.

"You saved Jack. Thank you."

Airachnid didn't reply, but she felt that Arcee could see her appreciation.

"I suppose I can rest here for one night."

That got Jack to smile, something she always liked to see.

"Very well." Optimus said. "I will inform the others that no harm is to come to you."

"Thank you, Optimus."

"But I am curious. If you are truly from another world where we are the Decepticons, how did you arrive on this one?"

She knew this was coming, the details of her arrival. She decided to leave out the demise of her allies, both humans and Autobots.

"Red energon, does that exist in this world?"

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 **Got chapter 2 up, so far so good. At the time I'm writing this, I'm still in the middle of the next Old Nightmare. Not having a particular fun time with that one at the moment. I hope to get both chapters up at the same time, so I'm gonna sit on this one for awhile. Gotta admit, I enjoyed writing this one and I am quite pleased with how it turned out.**

 **Poor Airachnid, she's really going through a lot right now. It's gotta hurt to see someone you care about so much being so close to someone who has hurt you so badly. Well, now she's figured out what's going on and has decided to stay for the time being. At the very least, Jack, Optimus, and Arcee trust her.**

 **Now, I gave a little insight to the personalities of the other Shattered Glass Decepticons from Airachnid's world. I will go into detail in the future about her allies. But since I'm not sure when and if I will do the same with Decepticons (Our Autobots), here's a basic idea of what they're like.**

 **Lord Optimus: Quiet, reserved, intelligent, calculating, cruel. Optimus is dangerous because he never loses his composure. He's very brilliant and good at planning ahead and exploiting weaknesses. He's always stoic so it's impossible to tell what he's thinking or planning. He's also really good at instilling fear in the sparks of his enemies. If I had to compare him to another antagonist, it would be Tywin Lannister of ASOIAF.**

 **Ratchet The Surgeon: Uncaring and unsympathetic about anything, least of all the living. Ratchet does what he does because he is ordered to. He feels absolutely nothing about the horrible things Optimus has him do. He has no qualms about salvaging Cybertronian parts from dead frames nor keeping them alive under Optimus' orders. The same goes for dissecting and butchering both Cybertronians and humans. Everything he does is a job, nothing more.**

 **Arcee - Arcee is a bit of a thrill seeker, always looking for a fight. She commands the Vehicon motorcycle unit and has a few femme two wheelers under her command as well. Fascinated with human motorcycle culture, she refers to her unit as an MC and anyone beneath her as prospects. She's also unforgiving and ruthless. Those who wrong her in anyway will be terrorized by her until they are dead. I compare her to Marlo Stanfield from The Wire with a bit of Tig Tager from Sons of Anarchy.**

 **Bulkhead - In this world, the Wreckers are just mechs who like to destroy and nothing else. Bulkhead loves to cause destruction and beat down Autobots until they break. He's also a rageaholic. Getting angry sets him off on a destructive warpath. He hates anything smaller than him.**

 **Goldbug formerly known as Bumblebee: Who Bumblebee was before the upgrade, no one really knows. But as Goldbug, he's basically Optimus' attack dog. He rarely speaks and often spends his time training and waiting for his next orders. Optimus sends him out on particularly dangerous missions to deal with stronger enemies. Goldbug has fighting down to a science and is unrelenting and seemingly unkillable. He's able to bounce back from any injury. He is also extremely loyal to Optimus. He's kind of like Mad Dog from The Raid: Redemption.**

 **Tailgate and Cliffjumper: Both are very much alike, which is why Arcee got along with them so well while they were alive. Like her, they loved to look for trouble with Arcee. Both of them also really enjoyed tormenting those they had already beaten. They often killed on a whim and never cared for innocent bystanders. Both were willing to take extreme actions to get the Autobot's attention. The actions that lead to their deaths at the hands of Airachnid and Starscream were some of the worse things the Autobots had ever seen. Their deaths were very much justified.**

 **I left out Wheeljack and Ultra Magnus, because I plan to have Airachnid mention them in future chapters. Basically, they're all darker versions of who they were in the show. I didn't just want to switch all their personalities with the Decepticons. You will get to know about of Airachnid's Autobots in the future as well.**

 **Well I hope you enjoyed the chapter as much as I've enjoyed writing it. Airachnid is easily my favorite villain of the series with the Predaking in close second. Enjoy the read my friends and enjoy life in general. Peace, Love, Respect, I'm out.**


	3. Chapter 3

Airachnid told the story of how she ended up in those woods. She left out why she was traveling alone, however. She had no desire to relive those painful moments. Jack, in his usual manner, stayed by her side. It was amazing how well he could pick up on someone else in distress. Even if he was not _her_ Jack, she was glad to have him close to her. Seeing him helped ease the heavy pain in her spark. Arcee was much more difficult to get use to. It seemed like she had accepted her at first, but every so often her expression would change and not for the better. It was as if she remembered that the femme telling the story was her worst enemy. Every time that happened, she would glance back at the pod, as if trying to remind herself that the Airachnid in front of her was not the one she knew. Airachnid kept having the same problem. She did her best not to make optical contact, but every time she would, her instincts would kick in. More than once, she pulled Jack closer to her at the sight of Arcee, which earned her a not too kind look from the cobalt femme. It didn't matter that they looked different from their counterparts or that their personalities were as night and day. Each had left scars on each other, scars they could not forgive or forget. The longer they remained in the same room, the more tense they both became.

As for Optimus, he was the only one that Airachnid was able to truly separate from his doppelganger. The reason for that was his face, more specifically, his mouth plate. Lord Optimus always hid his face behind his black and gray mask, leaving only his silver optics exposed. She had never seen him without it. The others speculated that his face was disfigured from battle, but Megatronus Prime had never confirmed that to be true. This one exposed his face without a care and his devoid of hate expression made him almost a stranger to Airachnid. She had to wonder that if the medic had not called for him, would she have been able to tell who he was? At the moment, he seemed deep in thought, the only characteristic he shared with his Decepticon counterpart. Well, that and his voice.

"Hm, a space bridge powered by red energon is what brought you to our world."

"It's the only the only thing that makes sense. The last thing I remember was hearing the command to take me to the bridge. Then everything went dark."

The Prime was lost in thought while Jack looked confused.

"What's red energon?"

Arcee answered the question first.

"It's a different type of energon, used to enhance a Cybertronian's speed. Just a small amount of the stuff can make you move faster than the optic can follow. It's extremely rare."

"And even more volatile." Optimus added. "To use it as recklessly at to power a space bridge would be a fools errand."

Now Jack became thoughtful.

"Which is probably why no one's tried it before."

"Hmm...You may be right, Jack. There is still much that we Cybertronians do not know. Perhaps, this is one of them."

"A world where the 'Bots and the 'Cons swapped members, I can't believe it." Jack said. "So all we have to do is find some of this stuff and do the same thing."

"Extremely rare, Jack." Arcee responded.

"Oh...right." He said as he looked sympathetically at Airachnid.

Arcee would be lying if she denied wishing Jack wouldn't stand so close to this 'good' Airachnid.

"We also have no way of knowing how the ground bridge may have reacted after Airachnid had been sent through, or if we could achieve to the same results." Optimus added.

"Then, I guess that means..." Jack started.

"I'm stuck here." Airachnid finished

In truth, it didn't matter to Airachnid either way. It wasn't as if she had a home to return to. Jack looked back to Optimus.

"She can stay here, right Optimus?" He asked hopefully.

Airachnid lifted her helm suddenly, not expecting Jack to ask such a thing. Arcee held the same expression, clearly not completely behind the idea.

"I mean, until we find a way to send her back home."

Optimus remained stoic, mulling the question over.

"I'm not sure your friends would be okay with that." Airachnid stated.

Jack looked to Arcee who averted her gaze.

"C'mon, Arcee. I thought you were past this."

Arcee didn't know how to respond to that. She was, at first. But Airachnid still looked almost exactly like...well, Airachnid. And if there was any truth to what she had said, this Airachnid had also killed Tailgate. The whole thing left Arcee confused on how to feel.

"It's alright, Jack. I don't wish to cause problems for anyone."

"Airachnid..."

"It's fine, Jackson. I'm a big femme, I can take care of myself."

The worried look on his face brought back too many painful memories that forced her to look away. Optimus noticed this.

"Your presence here will undoubtedly cause discomfort among my team." He said.

Jack looked at Optimus in disappointment.

" _But_ as I've said, the Autobots will know that they are not to harm you or antagonize you in any way. Should you choose to stay, I can guarantee your safety within these walls. But if it is your wish to leave because your own discomfort, you are free to do so. We will begin searching for a way to return you to your world regardless. The choice is up to you."

Airachnid was glad to hear that she would not be forced to stay and it seemed like the obvious choice was to leave. They may be Autobots, but they still looked like Decepticons...and she was already close to the edge. All it would take was for her to forget where she was and open fire on one of them without thinking, especially if the she saw them by the children. But one look from Jack made her reconsider once again.

"Let me think it over." She answered.

"Very well, Airachnid. Follow me and I will show you to your temporary quarters."

"No...that won't be necessary. I'll be fine here."

All three of them looked back in surprise.

"Here? You're gonna sleep in here, on the floor?" Jack asked.

"Is that a problem? You don't have to worry about me releasing my 'sister' there. I have no intention to get to know my _better_ half."

"No it's just...wouldn't you be more comfortable in a berth instead of on the floor?"

"I'm used to it, Jack."

That earned a strange look from all of them and she cursed herself for letting that slip. She hoped that they wouldn't ask why she was used to sleeping on the ground. Jack looked uncertain, but seemed to accept her choice.

"Well, as long as you're okay..."

" _Go on, Jack_." She playfully protested. "Don't you have a curfew?"

Jack became wide eyed as he remembered his mother.

"Scrap! Arcee?"

"C'mon, partner. Let's go before you get banned for life from us."

Jack left Airachnid's side, much to her disappointment. It wasn't easy to watch him leave without her, even less so to watch him leave with Arcee. He turned around before he got to the entrance. His eyes met with her optics and she felt something pull at her spark. It was obvious that he did not want to leave her alone here and she most certainly did not want to be separated from him. She fought every temptation to ask him the stay with her. Instead, she gave a weak smile to try and reassure him that she was alright for now. He returned it in kind and left her alone with her evil counterpart.

It hurt to watch him go, a considerable part of her understandably feeling as if she wouldn't see him again. But she pushed that thought aside for now. Things seemed to be under control in this world, even if her friends and enemies were switched around. She looked at the stasis pod, uncertainty filling her thoughts. Her world's Arcee had gone after Jack plenty of times, but never June. Despite the grudge she held against her late partner, his mother never seemed to interest her. Why would this Airachnid want to harm June? What kind of femme was she that Arcee hated her so? Whatever she did, it was infamous enough that Miko and the other Autobots knew all about it. Thinking about all this angered her greatly, so she stood up and stepped in front of the stasis pod. Her angry expression reflected on the glass, casting itself over the "other one's" frozen face.

"You're lucky that you're in there. But if I find out that you hurt Jack or his mother, I'm going to hurt you the same way Arcee hurt me in my world. You won't so much as cast a shadow over him again. I had to watch one Jack die, I won't let you take the other. That's a promise... _sister."_

Little did she know that Optimus was waiting outside of the storage room with a cube of energon. He didn't intend to listen to her talking to, quite literally, herself, but what he heard was very shocking to say the least. There was a lot that this Airachnid was not telling them and a good deal of pain behind her odd behavior. As much as Optimus wished to know more, he was not going to pry. She would tell him or Jack when she was ready, not before. However, it made him worry about her. Even if she looked like someone who caused his most trusted Autobot so much pain that it almost broke her, she was an Autobot as well. As a Prime, her well being was a part of his duty. If he was going to help her, he needed to show her that she had a place here with the others. That would not be easy. Not only would he have to convince her, but the others as well.

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 _"Airachnid, are you watching the human sleep again?"_

 _Airachnid turned around to see the two toned blue Autobot medic, Knockout, entering the Ark med bay._

 _"Standing there staring at him isn't going to make him wake up any sooner."_

 _"I know that." Airachnid replied. "I just...want to make sure he's okay."_

 _"He's fine, Airachnid. The human medics did everything they could for him. He's going to make a full recovery."_

 _As per usual, Knockout began polishing his frame. The medic payed more attention to his appearance than Airachnid or any other femme they had known. She payed him no mind as she watched over the unconscious Jackson Darby. Trying her best to ignore his bandaged torso, which covered up a terrible slash wound, she instead focused on his peaceful resting face._

 _"Humans are such fascinating creatures, aren't they?" She asked the medic._

 _"Fascinating is_ not _the word I'd use."_

 _"He's so small, so fragile."_

 _"Yes, the fleshy little things aren't exactly specimens of strength. They're so squishy and weak, prone to bacterial sickness, and they only live about as long as a single vorn. It's a miracle that they've somehow managed to survive as long as they have."_

 _"Even still, there is a charm to them, a certain beauty they have."_

 _She reached down and brushed a bit of hair out of his face._

 _"This one is quite cute, though not as cute as the little one that was with him."_

 _"For Primus sake, Airachnid, not you too."_

 _"What?"_

 _"It's bad enough that Soundwave brings the smaller one wherever he goes. The both of you are getting too attached to these humans. Once he's patched up, he and his caretaker will be sent on their way."_

 _"You know they will not be safe now that the Decepticons have seen them. Megatronus will assign us to protect them."_

 _"Well, I hope you realize that this one falls on you. You brought him here so he's your responsibility."_

 _Knockout stopped his polishing, ignoring Airachnid's annoyed expression._

 _"Gah, I need to find Breakdown. Don't touch any of my things."_

 _"I never do."_

 _Knockout left the two alone and Airachnid continued to watch over Jackson. She felt responsible for what happened, chasing the Decepticons that did this to him into Jasper where he and his friend, Rafael, were caught in the middle of the ensuing battle. It was a miracle that he did not bleed to death after he had been slashed. That was a few days ago and he was still unconscious. Airachnid was beginning to worry. Once again, she distracted herself by examining him closely. She had always found humans to be quite interesting but was never able to observe them unless she was in her alt form. This was the first time she had seen one up close. But she didn't like seeing him like this, injured and in pain. She didn't like seeing the boy's mother, June, worry for him either. Megatronus felt it was the right thing to do to inform her of what happened, even if it meant exposing the Autobots to another human. She rested her head and arm on the platform as she absently stroked the top of his head, hoping he would wake up soon._

 _"I'm sorry this happened to you. I'm sorry you got caught in the middle of our war."_

 _Jackson suddenly started groaning and moving around. Airachnid moved her hand and stood straight. He slowly opened his eyes as his he fought against the weakness of a prolonged sleep. The femme grimaced a few times, hoping his movement wouldn't worsen his chest wound. Jack hissed, no doubt from the pain in his torso._

 _"_ Easy _, you're gonna pop your stitches."_

 _Jackson seemed surprised to hear Airachnid's voice and looked to his side where he saw her smiling at him._

 _"Hello." She said kindly._

 _Perhaps remembering the Decepticons, he became startled._

 _"It's okay, I'm not a Decepticon."_

 _Of course, he had no idea what that meant._

 _"W-what...what happened? Where am I?" He asked weakly._

 _"You're in a safe place, Jackson."_

 _That surprised him._

 _"How do you know my name?"_

 _"Well, you're our patient. It's our job to know your name."_

 _Jackson looked around the area, looking more confused as he did._

 _"You don't remember anything, do you?"_

 _Jackson didn't answer. His eyes suddenly went wide as one thing came back to him._

 _"Raf...t-the little boy I was with."_

 _"Calm down, the little one is safe."_

 _"He is?"_

 _"You've been here a few days already. He's back in his home with Soundwave keeping an eye on him. Nothing gets past that one."_

 _Jackson seemed to calm down, clearly caring deeply for the little boy._

 _"M-my Mom...She has to be worried about me."_

 _He was much more mature than she thought._

 _"She is...but she'll be here once her shift at the hospital is over."_

 _"What?"_

 _"Megatronus felt that she had a right to know. She's been staying with us ever since. She'll be happy to see that you're awake."_

 _"Megatronus?...What...what's going on? Who are you? What are you?"_

 _"Well, I'm an Autobot."_

 _"Autobot? What's an Autobot?"_

 _"Look, I know this is all very confusing for you and you probably have a lot of questions. Megatronus Prime will explain everything when you have the strength. All you need to worry about now is getting better."_

 _Without realizing it, Airachnid began stroking his hair again as she rested her gentle purple optics upon him._

 _"I haven't told you my name, have I? Forgive my manners, I'm Airachnid."_

 _"Airachnid...like...a spider?"_

 _Airachnid then took to her spider form and loomed over Jackson._

 _"Precisely. You're not afraid of spiders, are you?"_

 _Jackson was a bit slow to answer._

 _"A spider saved me from that giant robot...was that you?"_

 _"You remember."_

 _"Thank you...Ms. Airachnid."_

 _Airachnid found his politeness endearing. She took her bipedal form._

 _"Just Airachnid will be fine, Jackson. And you're welcome."_

 _She saw that Jackson was looking tired once more._

 _"Rest now. Once you're back on your feet, you and your mother can go home. And don't worry, you're among friends. I'll go inform Megatronus that you're awake."_

 _She turned to leave the room._

 _"Jack." He said weakly._

 _She turned around._

 _"Hm, what was that?"_

 _"My friends...call me Jack."_

 _"Oh...Am I your friend?"_

 _Clearly, he misinterpreted what she meant by that._

 _"I'm sorry, I didn't mean to imply..."_

 _"I'd like that. I've never had a human friend before, certainly not one so cute."_

 _Jack's face went bright red as he looked as awkward as ever. She found the whole thing to be adorable. She held out a single digit for Jack to take._

 _"A pleasure to meet you, Jack."_

 _Jack to her digit and shook it politely._

 _"Same."_

 _They exchanged smiles before letting go._

 _"I'll be right back, okay? Try not to move around so much. If you're feeling up to it, I'd like to know a little more about you. Is that okay?"_

 _"Uh, Sure."_

 _"Alright, don't go anywhere...And welcome to Team Prime."_

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Airachnid opened her optics to find herself on the floor as she often would. She hated when days began like this, when memories of happier times replayed in her head which only served to remind her of what she had lost upon coming out of recharge. She would always struggle to find the strength to keep going every time this happened, wanting to just go back into the past and relive those precious memories. And this one was of when she first met Jack, a memory she cherished, a memory that hurt like no other. Airachnid shut her optics, trying to wait for the pain in her spark to fade.

"Jack." She whispered in a strained tone.

By now, she realized that she wasn't in a cave or a run down human structure as she usually would be. She looked down and saw a cube of energon placed beside her. Everything that happened the day prior began coming back to her, including Jack. Even though he was a different Jack, Airachnid felt something she hadn't felt in almost a year, happiness. She stood up, hand over her spark chamber.

"Jack?" She lowly called out.

"He is not here at moment."

The voice caused her draw her leg blades. She expected the hateful Lord Optimus, but was met with the Prime instead.

"Jack is still attending school, as are the other children. He will also be attending to his place of employment before he arrives later today."

That made Airachnid smile, knowing that this Jack also had a job to help his mother. She just hoped it wasn't that roach infested diner, Breakdowns. She picked up the cube of energon and looked back at Optimus.

"I did not wish to disturb you so I left it by your side."

"Thank you."

"Have you thought about my proposal?"

"Yes...I'm still unsure."

"I understand your hesitance. Please know that you are not restricted to the base and are free to come and go as you please."

Airachnid looked at Optimus a bit skeptically.

"This is a very difficult decision for you. Perhaps taking a drive would help clear your head."

"Maybe."

"All I ask is that you remain linked to our communication system."

Airachnid's expression became a tad harsher. She knew that comm links were also trackers.

"You want to keep tabs on me."

"For your own sake. The Decepticons outnumber us greatly and as Jack has told you, this world's Airachnid has already made an enemy of them as well as us."

"I'll be fine without one."

"Perhaps, but I urge you to reconsider."

Airachnid was defiantly silent. If this was a choice, then the Prime would have to accept it. If he wasn't really asking, then her decision to stay or go would be much clearer.

"I know that it must be difficult to fulfill the request of one you see as an enemy. Please understand, I am not asking out of a lack of trust, but of concern."

Airachnid lowered her guard.

"It is very dangerous to be out there on your own, regardless of who you bear a resemblance to. That is why it is standard protocol to remain linked to one another at all times. Jack would be very worried if he did not know if you were alright."

He went for the bulls eye and it worked.

"Of course, he would be. He always is...my Jack."

She looked back at Optimus and sighed in defeat.

"Very well, Prime. Let's get this over with."

Optimus went ahead of her, but stopped to see her staring back at the stasis pod.

"Did I hurt them, Jack and his mother?"

The Prime felt only pity for this clearly damaged Airachnid.

"To knowledge, no you have not. Though, not from a lack of trying."

Airachnid clenched her fist tightly at the sight of the other her and looked away quickly. She slowly walked past Optimus without a word. Optimus found himself staring at the pod now. He wondered if there was ever a chance for that Airachnid to be like this alternate one, if she could've been an Autobot. This thought would continue to needle Optimus for the rest of the day.

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"Well, I don't like it." Bulkhead claimed very loudly.

Ratchet was keeping busy by his terminal.

"I'm not too thrilled about it either, Bulkhead. But Optimus has made it clear that we are to treat her as our guest."

"Our guest?! She's a fraggin' 'Con! The only way we should be treatin' her is target practice."

 **"But she's not a 'Con, Bulkhead.** Bumblebee rationalized. **"She's an Autobot like us."**

"And you believe that, 'Bee?"

"I don't even know her, but I remember what Jack said when he gave me the tour of this place." Smokescreen jumped in. "He made it sound like she was real bad news."

 **"Yeah, but that was the Airachnid in the stasis pod. This one isn't the same femme."**

"So you're saying you'd leave her alone with Raf?" Bulkhead asked.

Bumblebee went to answer but stopped when he didn't have one.

"Yeah, I thought so. I don't trust her."

"Me neither." Smokescreen agreed.

As much as Bumblebee wanted to do the right thing, he had trouble accepting her as well. Ratchet turned around and looked at Arcee who was leaning against a beam.

"You haven't said much about this whole situation. What do you think?"

"Yeah, you don't think she should stay here do you?" Bulkhead asked.

"I'm just following Optimus' lead on this." She replied.

"C'mon, Arcee. She snuffed out Tailgate and made your life a living Pit."

"I know that, Bulkhead. I'm not saying that this is easy for me...But she saved Jack. The 'Con's Airachnid wouldn't have done that."

"I can't believe that you, of all of femmes, are okay with this."

"I'm not okay with it...not completely...Look, I didn't go into recharge at all last night. I didn't even take my alt form. The second I took Jack home, I was worried that I made a mistake by not shooting her down. So I stayed up with both blasters armed in case it all turned out to be a trick. I nearly gave June a heart attack when she left for work this morning. But you guys didn't see her before I took Jack home. She looks like Airachnid, but she doesn't act like her. I'm not saying I trust her. But Jack's willing to give her a chance and...well, I trust his judgement."

Bulkhead and Smokescreen didn't seem convinced. Bumblebee and Ratchet, on the other hand, seemed to agree on some level.

"Optimus _did_ entrust him with the Key to Vector Sigma. He didn't do that a whim."

Arcee smiled appreciatively at Ratchet.

"Hey guys, they're coming this way." Smokescreen said.

Both Optimus and Airachnid the main hall. Everyone reacted very differently to her presence.

"Goin' for a ride, Optimus." Arcee said as she transformed and left the base.

Bumblebee shifted awkwardly before following behind Arcee. Bulkhead didn't spare a glance at Airachnid as he walked past her, his distrust practically radiating from him. Optimus looked to Smokescreen who shuffled nervously as a result.

"Uuuhhh...I'll go check on the relics." He said before quickly moving past Airachnid without looking at her. Clearly, he was intimidated by her.

Ratchet put all his focus on his terminal.

"Ratchet."

"Optimus."

"Airachnid requires a comm link."

He looked over his shoulder and gave a pause.

"Very well. Over there please."

Ratchet pointed to the chamber where Raf was treated after being exposed to dark energon. Airachnid tensed up, remembering the times she saw his victims strapped down in chambers such as that. Optimus noticed this. She reluctantly entered the chamber and took a seat. Ratchet approached with a tool in one hand and a comm link in the other.

"Now hold still." He said in an uncaring fashion.

Airachnid fought the urge to grab his servo and push him away. What she did do was gasp and recoil at the sight of him.

"What, what is it?" He asked harsher than intended.

Airachnid shook her head lightly and calmed herself.

"N-nothing...I'm sorry."

Hearing Airachnid apologize caught Ratchet by surprise but he got over it.

"Hmph." Was his only response.

It was becoming painfully clear now that Airachnid was not welcome. It was also clear that she could not separate these Autobots from their Decepticon counterparts as easy as Optimus. The more she thought about it, her desire to leave was becoming more and more tempting. The only thing that kept her from doing so was Jack. She had to at least let him know that she was going. That and she wanted to see him one more time.

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Airachnid left the base to go for a short drive. She needed to get out for a bit while she thought how to to break it to Jack that she would not stay. He would plead with her not to leave, no doubt. It was going to take a lot of willpower to resist him. It was also going to hurt to leave him behind. She had a long day ahead of her.

She came to a stop as a familiar sight appeared down the road. It was Jasper, Jack's hometown. It was still standing. The last time she saw it, it was being ravaged by a massive fire caused by Bulkhead and Wheeljack. Airachnid remained stationary, afraid to drive an inch closer. She wasn't ready to almost literally drive down memory lane. She quickly turned around and drove back to where she came.

She didn't want to go back to the Autobot base. It wasn't home to her. She wanted to go back to _her_ home, the Ark. Seeing Jack and Jasper made her wish now more than ever that things had been different. That her family was still alive, that she and Jack could just be together aboard the ship along with the others. It was because of this that she drove past the base and headed down the old path. She knew it was futile to hope for such a thing, that the Ark would still be stationed where she had last seen it. The Autobots would've made us of it if it was. But she had to try, even if it was a derelict relic long forgotten by time. Just seeing it might make her feel like she was home, even for a second.

The country road brought about far more memories than Jasper ever could. It was a bit of a drive, just under an hour out. Breakdown and Miko would often bridge to the Ark to save more time for dune bashing and Soundwave would just fly Rafael to base, getting there before everyone else. This road...it was their road, her and Jack. Her spark was splitting in half as she kept driving, conflicting against her decision to leave the base. Finally, she pulled up to the crater where the Ark was stationed at the center of it. She transformed and walked over to the edge. But to her hope crushing disappointment, the Ark was not there. It was only a crater. She didn't know why she got her hopes up. Why would the Autobots be stationed in a missile silo if they still had the ship that had brought them to Earth?

Airachnid turned to leave with her spirits very low, until a familiar voice caught her attention. It was faint and she could not place who it was. She looked back at the crater and saw a mech digging through the ground desperately. She walked over as quietly as she could, getting a better view of his back as she did. The sound of his voice was becoming clearer and she was able to determine who he was.

"Blasted Vehicons, all this energon blown to nothing! RRRGGGHH there has be something left over! It couldn't have all been blown up!"

She knew that this was foolish and would do nothing except hurt her, but she kept moving forward. The mech must've felt her presence because he turned around with his blaster armed, ready to attack. Airachnid was too shocked to put up her defenses. He may have looked different, but there was no question that it was him. Teammates since they first joined the Autobots, a trusted ally in combat, a brother in arms, someone she trusted with Jack as he trusted her with his human companion, someone she watched die a horrible death.

"Starscream?"

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 **Yes, yes, let the feels flow through you.**  
 **Been getting ready for my move and this is the last story for a little while. I wanted to make sure I got it up before they disconnected my internet. Once I'm back online, this and Old Nightmare will be back with me.**  
 **Anyway, a lot of you said in the comments that you felt like Arcee had accepted Airachnid a bit too quickly. After I read it again, I started feeling the same way. I tried to rectify it here without backpedaling too much. Basically, Arcee trust Jack and Jack trust Airachnid. But every now and again, the two forget who the other is. But Arcee is trying to stay level headed for Jack's sake and because Optimus also seems to trust her.**  
 **As usual, nothing escapes the Prime. He knows that something is wrong with Airachnid and now he knows that her Jack is long dead. I hope that Airachnid being able to tell Optimus Prime from Lord Optimus is believable to you. The other Autobots aren't as welcoming, but I made sure to keep them at different degrees of how much they don't trust her.**  
 **Also got a quick flashback on how Jack and Airachnid met. Sometime in the future, I'll write a proper chapter detailing the whole thing, including Miko and Raf, later on in the story. Like I said, the SG Autobots are the same as this world's Decepticons personality wise without being villainous. Airachnid still has a fondness for indigenous species but has no desire to hunt them to extinction. We don't see it much this time, but she's also a bit playful and mischievous, especially when it comes to Jack. Knockout is also still pretty vain just like his 'Con mirror self.**  
 **The location of the Ark is actually where Cliffjumper was attacked by the Decepticons in the series. I just assumed that it was still somewhere in Nevada.**  
 **And of course, Airachnid meets this world's Starscream. She seems to remember a very different Starscream than the one we know. How's she gonna react to this one?**  
 **Unfortunately, it's gonna be some time before I pick up this story again. But I'm gonna be working on both stories the entire time I'm down and if I have multiple chapters to upload, I'll put them up every other day.**

 **Well, this will be last you hear from me for a while. Wish me luck in Florida. At least it's not snowing down there. (not that it's really snowing up her either.) Thanks for the support and I'll shall return more powerful than you can possibly imagine. Peace, Love, Respect and Audi 5000.**


	4. Chapter 4

Airachnid stared at her old friend with her wide, purple, optics. This was the first counterpart of her Autobot allies she had seen and just like Jack, he was someone she had witnessed fall to the Decepticons. Like Arcee and the others, Starscream too looked very different. His white and red frame was now dark gray and blue, his optics no longer blue but blood red. But the biggest difference was his face, his expression. Such an angry and hateful look that even during the lowest point of his life, and he hit a very low point just before the humans arrived, he never wore before. It looked wrong on him. It made him look like a Decepticon.

As Airachnid kept on staring, disbelief very clear, Starscream waited with his blaster armed. He was on edge and twitchy, waiting for her to do something.

"Well?!" He shouted. "Aren't you going to attack?!"

Airachnid felt a pain in her frame. She didn't know why she let herself believe that this was her Starscream.

"Star, I..." She began nervously.

"What, are you waiting for your pet Insecticon to rip me apart?" He interrupted her.

Insecticon? But all the Insecticons were gone. After assassinating their Commander, Tarantulas, Ultra Magnus had them all hunted down. Airachnid was trying to make sense of this, refusing to acknowledge the obvious answer. Starscream was growing more paranoid with her lack of action against him.

"What do you want with me?! Are you here to take me back to Megatron so you can worm your way back into his favor?!"

Hearing the name of her Commander, Airachnid was forced to realize that this was not the Starscream she knew. She looked at him with such sadness in her optics. Clearly, this made him uncomfortable.

"W-Why are you looking at me like that?"

If any part of her friend was in there, Airachnid was desperate to find it.

"Starscream, let's just go."

Starscream looked at her like she was crazy.

"Let's just...get away from all this, from the Autobots, the Decepticons, from Megatronus and Optimus. We'll find someplace safe from all of them, we'll find our own energon...No one will even miss us."

That wasn't true. Jack would worry about her and she did wish to take him with them as well. Just the three of them, that wouldn't be so bad. Starscream always liked Jack. But this Jack still had his family and his own partner. She couldn't be with him...and she couldn't be with them. Her old enemies were protecting this world better than she and her own family ever had, while their counterparts sought to destroy it. But if she could just reach one of them, living in this world would be bearable. And if it was going to be just one, why not someone she trusted as much as Starscream?

Starscream didn't lower his weapon and his expression didn't soften a bit. Nothing Airachnid had said seemed to reach him at all.

"Do I look like a fool to you? After all you've put me through, undermining my position with Lord Megatron, leaving me for the Autobots, sicking your Insecticon on me and you think I'm going to fall for... _this?_ "

Airachnid felt a spike through her spark at the things this Starscream said about her. Clearly, he and her counterpart were not as close in this world.

"And I suppose you're going to help replace my T-Cog as well?"

Airachnid was genuinely concerned about that.

"Y-you've lost your T-Cog?"

"Yes, I've lost my T-Cog! I told you that right before your monster tried to snuff my spark! You've had it out for me ever since Breakdown dragged you back to the Nemesis. And what, I'm suppose to buy into this sad femme routine because you got a paint job and changed your alt? You're still a sparkless glitch who I wouldn't trust to..."

Starscream noticed her emblem. He became shocked, then angry, then he blasted Airachnid in the chest. She fell on her back and Starscream held her down with his pede. She looked up and saw his blaster right over her, his enraged optics behind them.

"You! You've gone turncoat!"

"Listen to me, Starscream!"

"How?! How have you gotten them to trust you?! Arcee hates you even more than she hates me!"

Starscream was bearing his teeth now. He stopped as something came to him.

"They would never trust you unless... _You_! You were going to hand me over to them, weren't you?! To that two-wheeler!"

"That's not what I want, Starscream."

"You were gonna use me to get in good with them, you glitch!"

Airachnid was desperate to make Starscream see her intentions, to stop the hate he was giving her. She didn't like seeing him this way. It hurt to look at. Before Starscream could blast her, Airachnid shifted her legs and knocked it away. She used them to get free of him. Starscream was knocked back and Airachnid stood up. She made sure to keep her blades and claws retracted. She didn't want to hurt him.

"Starscream, please listen to what I have to say."

Starscream lifted his arm missile.

"Drop the act, Airachnid. You're not convincing anyone."

"Star, think about your brothers."

Starscream stopped whatever he was planning to do.

"Think about Skywarp and Thundercracker."

Purely out of confusion, Starscream lowered his arm slightly.

"What? What about them?"

That question didn't sit well with Airachnid.

"How do you even know about my brothers? And What do I care about those two?"

Starsream's face twisted into a uncaring smile.

"The fondest memory I have of either of them were when they each got themselves killed back on Cybertron. I didn't care about them then, I don't give a scrap about them now."

Starscream's answer left Airachnid with a horrified look on her face which annoyed him.

"What?!"

Whatever hope Airachnid was holding on to that he could be anything like her Starscream died then and there. Now her sadness was turning into anger, anger at this impostor wearing the face of someone she cared for like a brother. Starscream loved his brothers, losing them were the two worst moments of his life. They nearly broke him until the humans became a part of the Autobots. For this Starscream to dismiss the deaths of Thundercracker and Skywarp so casually, to look like her friend as he did, it enraged her. Suddenly, all the little characteristics that her Starscream didn't have were magnified. She was so aware of his expression and off color scheme that this Starscream looked less and less like her old friend. All she wanted to do was to hurt him for taking her hope away that he was who she thought he was. With that, she shot a line of web at his arm and yanked him towards her. She met him halfway and tackled him to the ground. Now she was on top of him, fangs displayed in rage. She hissed at this impostor as she drew the blades from her spider legs.

"Since when can you do that?!" Starscream cried.

"You're not my Starscream." She said in a deep and hateful tone.

"What?!"

Airachnid brought down two blades, but Starscream caught them with his claws. He was barely able to keep them from piercing his helm.

"What's gotten into you, Airachnid?! Have you lost your mind?!"

Airachnid hissed again. The blades were getting closer and Starscream was starting to panic.

"Alright, Alright, I'll do it!"

Airachnid didn't remove her blades, but she stopped trying to push them forward.

"We'll do it your way. Let's run away together." Starscream desperately backpedaled. "It'll be fun. Just you and me, no Megatron, no Autobots, no filthy human pets. They don't care about either of us. We can just wait out this war. We'll go to the Harbringer, you help me replace my T-Cog, and we'll scout for energon together."

Airachnid wasn't convinced of this turn around, but she was hesitant.

"I-I do miss my brothers, truly I do. We never got along in life, but it pained my spark when they were both taken from me. I miss them everyday. Oh, I would trade anything to see them again."

Airachnid could sense the insincerity in him. It was obvious he was lying. So, not only is this Starscream an uncaring Decepticon but a coward too. Airachnid couldn't bring herself to spill his energon, so she got up and turned her back to him. Starscream nervously stood up and waited to see what she would do next.

"So, are we partners now?"

"Just go."

"W-what?"

She turned around and fired an energon blast at his pedes.

"LEAVE!"

Starscream didn't have to be told a third time. He ran in the opposite direction, retrieving his handheld ground bridge controls from his subspace. He opened a portal and left the femme by herself. Once she was alone, she fell to her knees and dropped on her servos. She clenched her digits into the dirt, shut her optics as tight as she could get them, and tried her hardest to envision her old friend to erase the image of the cowardly Decepticon who had just left her. But it had been so long since she last saw him alive, it was hard to remember what it was like to be around him.

Airachnid held her own arms as she stood on her knees. She was hurting all over, her spark most of all. It was like Jack not remembering her all over again, or being afraid of her. She realized that she wouldn't be able to take seeing another Autobot turned Decepticon. But if she was out on her own, she would most certainly run into them. As much she didn't want to be around them, she had no choice but to stay with the other Autobots. At least the children were there and they were still the same. Airachnid brought her servo to her helm and contacted the base.

 _"Who is this?"_

Hearing Ratchet made Airachnid want to end the call right then and there.

"Ratchet..."

 _"Oh...you."_

He wasn't happy to hear from her.

"I-I need a bridge."

There was a pause.

 _"On it's way."_

That apathy she knew well from the 'Con Ratchet was mirrored by this one. It made her hesitant to step through the bridge when it opened up in front of her. She couldn't drive back to the base, though. She couldn't take going back through the road she and Jack use to take again. She just needed to be alone so she could pull herself together. She just hoped the other "Autobots" would leave her be. She walked through the ground bridge in such low spirits. Before she did, she cast one more look at the area where she remembered the Ark was hidden. She missed her home, she missed her team, she missed her family, now more than ever.

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Airachnid entered the main hall where all the Autobots and children were hanging out. She payed none of them any mind, not even Jack. She didn't say a word as she walked right past them in a rush and went down the corridor. Her whole demeanor seemed distressed and some of them found themselves worried about her, especially Jack.

"Is she okay?" Raf asked.

"Who cares?" Miko replied.

Jack got up from where he was sitting and walked down the steps to ground level.

"Jack?" Arcee called.

He looked up at her, noticeably worried.

"Just give me second, Arcee."

With that, he went down the corridor where Airachnid had just gone.

"You're just gonna let'em go by himself?" Smokescreen asked.

"Jack knows what he's doing." Arcee answered, though it was clear that she was unsure herself.

Jack walked down the hall and looked into the room where Airachnid the Decepticon was kept, but Autobot Airachnid was not there. He walked down a few more rooms where the Iacon Relics were stored, but still no sign of Airachnid. Finally, he came to an open room with no relic, but a very distressed Autobot femme sitting against the wall. She had her knees pulled to her chassis and her helm buried away. She either didn't notice or acknowledge Jack getting closer. She was really upset about something, that much Jack knew.

"Airachnid?"

Airachnid lifted her helm and was surprised to see Jack standing below her, once again looking worried.

"Tell me what's wrong."

Without thinking, she reached down and grabbed him off the ground. She brought him to her spark chamber and held him close. He wasn't her Jack, but she needed him all the same. Jack looked up and saw that her optics were shut very tightly, as if she was holding back tears.

"Airachnid?"

"Please, Jack...please let me have this." She said so weakly.

She had no tears, but she was crying. Her voice sounded strained and hurt. Jack wanted to ask what happened to her, but he decided not to. He rested his head on her spark chamber and allowed her to hold him for a little while longer. Time went by and it didn't seem like she was ready to let him go. Jack would've been okay with that, but he had to go home soon.

"Airachnid?"

"Hm?"

"I need to go pretty soon."

Airachnid opened her optics in realization...and disappointment.

"Oh...I'm sorry, I forgot."

"It's okay."

Airachnid reluctantly let Jack down.

"I'll be back tomorrow."

Airachnid looked at Jack longingly. It was so strange to see her so attached to him like this.

"Promise?"

 _Very_ strange.

"I promise."

He smiled at her. She smiled back, still saddened. He began walking out of the room when she said something he thought he'd never hear from Airachnid.

"I love you, Jack."

Jack stopped dead in his tracks by what he had just heard. He didn't know how to respond to that. Airachnid knew that saying something like that would make him feel awkward, but she felt the need to say it. She had never told her Jack that she loved him, even though she was sure that he knew. She regretted never doing so before he died. She wanted this Jack to know that even though he was different, she still cared that much, that he was important to her. Jack didn't say anything as he kept on walking. Airachnid wasn't hurt by that. It _was_ an awkward situation for him after all. She was grateful for him being there, for letting her hold him. She needed that. At least she had Jack, he was the only reason she was willing to stay.

Airachnid heard a voice outside of the storage room. She listened closely and was surprised to learn that it was Jack's voice. Why hadn't he left yet?

"Hey, Mom. It's Jack."

He was talking to his mother. Thinking about June brought a smile to Airachnid's face, though she had to try not to think about what her counterpart had put her through.

"Listen, is it okay if I stay with the Autobots tonight?...No reason, it's just there's no school tomorrow and...No, it's just me. Miko and Raf might ask but...Okay, okay, I'll tell you."

Airachnid felt bad about eavesdropping, but she wanted to know why Jack would ask his mother to stay at the base.

"Another Autobot arrived yesterday and she's having a really hard time getting adjusted. I just thought I could help make things easier for her. She seems to like me a lot...No, she's actually really nice...Really? Okay, I will. Thanks, Mom. I love you, too. Bye."

Airachnid felt her spark warming up. Jack was going to stay the night for her? He was still too kind for his own good. Jack sent Miko a quick text asking her to let Arcee know that he wasn't going home tonight. He knew Optimus would understand why he was staying. He walked back in and saw Airachnid looking a little better. He took a seat next to her but didn't say anything at first. After telling him she loved him, Jack felt a little weird around her. For Airachnid, it just felt good to have him close by.

"Airachnid?"

"Yes?"

"Tell me about _your_ Jack."

She smiled at the question, thinking of memories she and her Jack shared in their world.

"What is there to tell? He's just like you, kind, responsible, brave, _cute_."

She looked down just to see if he was turning red. He was.

"Awkward as ever." She said with a giggle.

Jack got over his awkwardness and thought about their first meeting the day before.

"When we first met, you mentioned something about me having a scar."

That memory was bittersweet for Airachnid. It was when she first met Jack, but under very unfortunate circumstances. Jack was sure to be disturbed by the whole story.

"And what about today? Why were you so upset when you came back?"

Whenever Jack worried about her, Airachnid couldn't hide anything from him. His ability to pick up on another's distress was frightening. But that was Jack, always caring about others.

"Alright, Jack. I'll tell you."

Jack got comfortable and listened to Airachnid talk about the past. She was comfortable for right now, with just the two of them. At least for tonight, she could pretend that things were as they used to be.

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Back at the main hall, Bulkhead and Bumblebee were getting ready to take Miko and Rafael home. Optimus had already entered the hall and noticed that Jack was not present.

"Aren't you going to take Jackson home, Arcee?"

"Jack decided to spend the night all of a sudden."

"Did he?"

Miko was the first to voice her disapproval.

"Yeah and he's been spending it all with that Airachnid clone and Ratchet won't let me or Raf stay too."

"You two had a sleepover last week already." Ratchet replied. "Whatever reason Jack decided to stay, I'll let Optimus decide if he can."

"Is something wrong with Airachnid that Jack is spending so much time with her?" Optimus asked.

Arcee didn't have an answer, but Optimus saw that she was uncomfortable with Jack being alone with Airachnid. Jack entered the area and saw all optics on him. Miko and Bulkhead had no problem letting Jack know of their disapproval.

"So, how's your new girlfriend?" Miko asked childishly.

"Cut it out, Miko." He replied.

"What are you doin', Jack? That's Airachnid back there, the 'Con that's been after your head since she landed on this planet." Bulkhead asked.

"You guys need to lay off Airachnid." Jack answered.

"Why? She ain't one of us." Bulkhead answered back.

"She's not a Decepticon either and you guys are treating her like she is."

"Hey, if it looks like a duck, quacks like a duck, then it's probably a duck." Miko said.

"How do you think Arcee feels about you gettin' all chummy with her?" Bulkhead asked.

Jack looked at Arcee who tried to hide her agreement.

"Arcee...really?"

Arcee sighed. She didn't completely agree with Bulkhead and Miko, but she was feeling a bit apprehensive about Jack being alone with her for so long.

"What did you two talk about? Can you at least tell me that?"

Jack wasn't sure if he should tell them out of respect for Airachnid. But maybe hearing what she had been through today might soften them up to her.

"She ran into Starscream today."

Only Optimus seemed concerned about this.

"And?" Smokescreen asked.

"She and Starscream are really good friends in her world."

"That figures." Bulkhead responded.

"This is what I'm talking about. You guys don't get it. _Her_ Starscream is a good guy, her best friend and meeting the one we know, it hurt her."

"Good, maybe now she understands why we hate 'Cons like her." Bulkhead answered again.

"But she's _not_ a 'Con. What part of that don't you understand?"

"Hey, Jack? Try and make friends with a guy that looks like that jerk Vince and then preach to us all you want."

Bulkhead was being ridiculously stubborn about the whole thing.

"Okay, I get it. She looks like one of the worst Decepticons you guys have ever come across. But did you ever think how hard it is for her? I mean, you're all 'Cons where she comes from."

"If she has a problem with us then she is free to leave." Ratchet finally joined in. "Optimus told her so this morning. No one is forcing her to stay."

Optimus gave a displeased look to Ratchet, unhappy with his old friend's response. He wasn't happy with any of his Autobots at the moment.

"But she's got nowhere to go and she's afraid of running into more Decepticons that are her friends in her world."

"Sounds like a personal problem to me." Smokescreen replied.

Jack was getting nowhere so he decided to cut deep. He walked over to one of the crates and took on seat on top of it.

"Look...Airachnid was telling me about how we first met in her world. She said that she saved me and Raf from a Decepticon attack in the same place where Arcee and Bumblebee first showed us what they are. But...when she found me, I had already been hurt."

Arcee looked up at where Jack was, slight shock in her optics.

"One of them had slashed me across the chest and was about to finish me off. She and Soundwave saved us and got us to the Ark before I bled to death. She saved my life."

Arcee was by Jack, feeling the need to be close to him. She tried to imagine what she was hearing, the Decepticon femme that tried to kill him rescuing him from another Decepticon.

"I was left with a scar on my chest which was how she knew I wasn't _her_ Jack...The thing is...it was Arcee who almost killed me."

Arcee felt a pain in her spark and every optic/eye was on her. Was that how it was in Airachnid's world, where she was Jack's protector and Arcee his tormentor? She looked down at Jack, placing her servo on his shoulder.

"Jack, I would never..."

"I know, Arcee. You're my partner, I know you'd never hurt me." He said as he held one of her digits. "But Arcee the Decepticon would."

The felt so strange to hear, Arcee a Decepticon.

"And it's not just me. Bulkhead, she said that you're always trying to crush Miko to get to Breakdown."

Bulkhead and Miko looked at Jack in disbelief.

"And Raf was nearly killed by Optimus, almost the same way Megatron had tried. He'd shot Soundwave down with dark energon while Raf was in the cockpit."

Optimus looked at Rafael and Bumblebee, the latter holding his charge closer to him.

"Now do you see? You guys know Airachnid as the Decepticon but she knows you all the same way. Me, Miko, and Raf are still part of the team, but imagine what it's like to see us all so close to the ones who've tried to kill us plenty of times before."

Jack was starting to get through to them, he could tell.

"But...But we're _not_ Decepticons, Jack." Bulkhead spoke.

Optimus finally stepped forward to speak.

"Neither is Airachnid and perhaps we should cease treating her as one."

"Optimus is right. Airachnid is scared and alone and has no idea how to get home. The people she trusts the most are trying to kill her and Miko and Raf trust her worst enemies more than her. This is what she's dealing with and has no place she can feel safe. No matter who she looks like, she's still an Autobot. So until we can send her back to her own dimension, can we at least not treat her like she's the enemy? She's not the bad guy. She wants to protect the Earth as much as you do."

His point had been made. All the Autobots looked at each other, unsure of how to feel. Bulkhead transformed and left the base with Miko, Bumblebee with Raf. Smokescreen and Ratchet had gone back to their quarters. They all had a lot to think about. Arcee looked down at Jack, still with her servo on his shoulder. She knew the fear of losing him well and it seemed that this Airachnid did too. Jack was still thinking about what Airachnid had said to him and wondered if Arcee felt the same way. He had a feeling she did, even if she wouldn't say it out loud.

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Airachnid was still in the storage room. She figured Jackson had gone to sleep already. Optimus had entered the room with a cube of energon. He walked over and offered it her.

"Thank you."

"I heard about what happened today."

"Jack told you, didn't he?"

"Yes, in an effort to help the others better understand your situation."

"Some things never change. He's always trying help others."

"It is why I consider him a Prime in his own right...I am sorry for what you have endured with Starscream."

Airachnid finished taking a sip of her energon.

"Me too." She said somberly.

"I understand that it is difficult for you to be around us, Decepticons in your own world. I believe that my Autobots at least sympathize with what you are going through. I also believe that in time, they will be able to accept your stay here."

"I-I know it's not easy for you guys either, especially Arcee. I'm just trying to stay out of everyone's way."

"You are no burden. I can only speak for myself, but I welcome you here as an Autobot and ally."

Airachnid was grateful to Optimus.

"You know, you're the only one I'm able separate from the 'Cons in my world."

"I have already learned of something quite disturbing of my counterpart. I have no desire to learn anymore...However, perhaps when you feel more comfortable, I would like to know more about Megatronus and if he is like the old comrade that I remember."

"Of course, Optimus. I would love to tell you about him."

"Another story for another time."

"Airachnid?"

Said femme turned to see Jackson, now wearing pajama pants and a t-shirt, standing by the doorway.

"I will leave you two alone." Optimus said as he left the room.

"I'd thought you'd be in bed by now, Jack."

"I just wanted to see if you were okay before I went to sleep."

"I'm fine, Jackson. Thank you."

"So...are you gonna stay?"

Airachnid looked at Jack deeply. She had already changed her mind about leaving.

"Jack, I know I can't be your partner...But...we are friends, aren't we?"

Jack looked at her in surprise.

"Of course we are, Airachnid. I wouldn't be here if we weren't."

Her expression brightened.

"Then I have a reason to stay."

"I'm glad." Jack replied with a smile.

"Thank you for today, Jack. I'm sorry if I made you feel uncomfortable."

"It's fine, Airachnid. I was worried about you. If it helped in anyway, I'm happy to do it. But there is a way you can thank me."

"Alright, what is it?"

"Sleep in a berth tonight? I don't want you to sleep on the floor again. Do that and we're even, deal?"

Not a selfish bone in his body.

"Deal."

"Goodnight, Airi."

Jack was about to leave until Airachnid's expression suddenly changed. He thought he had said the wrong thing. Airi was a nickname given to Airachnid by her own Jack. Hearing him call her that brought back many memories that made her sad, yet warmed her spark at the same time. The femme stood up and walked over to Jack. She knelt down and pulled him closer to her. She touched both of his shoulders, leaned forward, and kissed him on the forehead. Again, Jack was stunned by her affections.

"Goodnight, Jackson."

Jack was blushing big time, but he managed to smile back at her and left for the main hall where the couch was. Airachnid made her way to one of the empty rooms with an unused berth. As she laid down, she thought of her old family. She could never replace them, even the Jack she remembered with this new one she had met. But she felt okay right now. She missed her family and would give anything to have them back. Just yesterday, she was seeking her own death. But today, she wanted to live. She was going to have to get used to these Autobots and she would also have to face the Decepticons which would be as difficult as facing Starscream was today, but as long as she had Jack, she could find the strength to get through it. He may not be her partner, but she was going to protect him from anything. She would not lose him a second time. She swore to Primus that she would fight to hold on to him. Even against this world's Megatronus, she would fight.

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The next morning was a lot easier on Airachnid than the previous. Jack had come in to check on her once again, something she welcomed greatly. He and Arcee had gone out for a morning ride. She wondered if Arcee would let the two of them spend time together every once in a while. She herself had planned to go for a drive, but that meant seeing everyone else.

The atmosphere in the main hall was still very awkward with her around. It was much less hostile, but still uncomfortable. Airachnid was a bit worried about running into another Decepticon, but Jack assured her that they were rare sightings in Jasper before he left. Miko and Raf were already at the base, both trying to cope with her presence.

"Dr. Ratchet, I'm going for a ride."

"Hm...very well...Um...call if you need help."

His concern was forced but Airachnid appreciated the effort. She looked over to the children's area where Miko was making an effort to ignore her. Raf was waiting by the rails and caught a glimpse of Airachnid looking at him. He tensed up at the sight of her, which almost made her look away. Instead, she smiled and lightly waved at him with her digits. Raf nervously smiled back and did the same, which got him a much more genuine smile from Airachnid.

'Still so cute.' She thought to herself.

She took her alt form and left the base for her ride.

A few hours later, she contacted the base.

 _"Ratchet, I need a bridge now."_

"What's going on?" He responded.

 _"I've got Vehicons on my tail. I need an escape."_

"Just a moment."

Ratchet activated the ground bridge and Airachnid came speeding through. She screeched to a halt by Optimus' pedes, but did not transform back. The bridge closed and everyone gathered around the area.

"Are you unharmed, Airachnid?" Optimus asked.

"I'm fine, Optimus. Thank you."

Optimus was about to ask another question, but he was interrupted by the sounds of someone inside of Airachnid's driver seat.

"Airachnid, why do have a human in your vehicle?"

"I can explain, Optimus."

"You've brought another human to our base and exposed us to him?!" Ratchet yelled.

"Not him, her."

"Why did you get another human involved with us?!" He replied.

Jack stepped over to the railing.

"Airi, what's going on?"

"Jack, please don't be mad."

The door opened and Jack saw a familiar redhead fall out.

"Sierra?"

Sierra heard Jack's voice and stood up to see the Autobots.

"Jack?" She asked nervously.

Airachnid transformed which caused Sierra to yelp in fear and run up the stairs. She ran behind Jack, clinging to him for comfort.

"Jack, what the hell is going on?"

Every Autobot turned to Airachnid who shrank beneath their gazes. Optimus stood before her, intimidating as when she first arrived at the base.

"Airachnid, what happened?"

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 **Well, I'm back...for the moment.**  
 **I wish I could say that I'm off hiatus, but this is gonna be a one time thing for a while. As I'm writing this, my cousin came over with her mobile hot spot and I was able to upload this story along with another chapter of Old Nightmare. Still don't have my own internet so I can't update regularly. Just be patient, I'll get my internet sooner or later.**  
 **Been adjusting well to Florida, having only mosquitoes and the heat to really deal with. I've been writing since I've been here so I'll have a few stories to upload when my internet is up.**  
 **So, Airachnid confronts Starscream in this chapter and she sees him for the coward that he is. This happened after Starscream lost his T-Cog to M.E.C.H. and he found the protoforms in the Harbringer. We got a little more insight to Autobot Starscream and we learn how close he was to Airachnid. I borrowed a few ideas from Ardent Aspen's SG story "Suddenly", particularly Starscream being distraught after losing Skywarp and Thundercracker. If you want a good twist on the Shattered Glass universe, I would recommend reading it. Airachnid is not too happy with the cowardly Starscream.**  
 **I really do like the moment with Jack and "Airi". I want you to know that Airachnid's love for Jack is completely platonic. Someday, I'll write a story that pairs him with either Airachnid or Arcee or both, but here, it's pure sisterly love. Jack seems to have gotten through to some of the thicker skulls of the Autobots and we learn of who it was that scarred SG Jack. Airachnid is still not completely comfortable with the Autobots and their not comfortable with her yet either, but progress is being made.**  
 **So why did Airachnid arrive at the base with Sierra of all people? We're gonna have to explore that further next chapter, which may not be for a while. Still, keep on truckin' and I will be back. Peace out homies.**


	5. Chapter 5

Two and a half hours earlier.

After the night before with Jack and Optimus, Airachnid decided to see Jasper. In her own world, the small town was set ablaze thanks to Wheeljack and Bulkhead. Many innocent people were killed in the great fire, the children's families among them, safe for June Darby. Airachnid remembered how that nearly destroyed them. Had it not been for Soundwave, Breakdown, and Starscream, the tragedy would've most certainly broken them. Jack was a big help too, but he still had his mother, who was his only blood. Airachnid never did find out what happened to Miko's parents in Japan. When she first realized that what was destroyed back home still stood in this world, she swore she would never go back to see Jasper, which was as much her home as it was Jack's. But after the talk they had the night before, she decided that she was ready to meet the past head on.

Driving through Jasper was an emotional experience for her. Every block, every complex, every building was just as she remembered. All the times she drove around with Jack, allowing the other kids the see him riding around in her beautiful alt, having a laugh at the attention some of the young human femmes gave him, it would've brought tears to her optics if she were human. Airachnid felt her spark chamber tightening as she drove through the past. It made her wish that she had Jack with her, but then, he wouldn't have remembered any of it. Airachnid had to remember that this Jack wasn't _her_ Jack. He was Arcee's partner. Primus, that felt so wrong to say. But this Arcee loved Jack as much as she did, that much she was able to tell. She had to respect their relationship, their partnership. She just hoped that she could at least create some new memories with Jack. She still cared greatly about him and wanted to be a part of his life.

Airachnid had also stopped by the hospital, where June worked. She hadn't seen Jack's mother in about as long as the teen himself before ending up in this dimension. They were close in her world, having become so while Jack was recovering from Arcee's attack. When the two first met, Airachnid had apologized profusely about what had happened. June, who had gotten over her shock over the Autobots and calmed down over her son's injury, promised Airachnid that she did not blame the femme in the slightest. She was actually grateful to Airachnid for saving Jack and trusted her to protect them. The two talked in length while Jack was still unconscious, mostly to help June cope with the ordeal. Airachnid made a decision that she would protect the mother along with her son. She had come to love them both. When Jack was killed, June once again swore to Airachnid that she did not blame her. Only this time, her guilt wasn't lifted. When June Darby took a lethal amount of painkillers and died while holding her son's body, Airachnid's guilt only became heavier. She lost two very big pieces of her spark that day and nothing, not even their counterparts, could ever fill the hole they left behind.

"I'll be back, sweetie. I'm just taking my lunch break."

Airachnid heard the familiar voice from a distance and looked to where it came from. As it did with Jack, her sparked jumped at the sight if the beautiful human femme she had come to know. June was heading towards her car, most likely to drive to her favorite organic cafe. Airachnid had given her plenty of rides to the place. The last time she had seen the nurse alive, she was a broken woman. But now, she was very much alive and happy. Her hair was longer and tied back. Her June kept her hair short and wore glasses. But she was still the same as she remembered for the most part. Airachnid wanted to pull up beside her and offer her a ride wherever she wanted to go. But just like Jack, she wouldn't even know who she was unless she transformed. And considering what her Decepticon self had done to the poor mother, Airachnid wasn't ready to see another beloved part of her family afraid of her. June pulled away from the hospital, leaving a sad Airachnid behind. This wouldn't be the last time she saw the mother of her best friend, she promised herself. And when they finally meet properly, Airachnid was going to undo the damage her dark twin had caused. The femme left the hospital and drove down the other end of the block. That's when she saw two motorcycle Vehicons waiting for her.

Airachnid had to remind herself that these Vehicons were not Arcee's Prospects. That didn't make them any less dangerous. They gave Airachnid chase through the town, which would no doubt put many humans in danger. Thankfully, they weren't firing on Airachnid as they gave chase and their small frames made it easier to move around any obstacles in their paths, living or otherwise. Airachnid was still a master getaway driver and was making sure that she wasn't endangering any people. But she knew that the moment she left town, shots were going to be fired. She just prayed that Ratchet was tolerant enough of her to open a bridge right away when she needed it. She still didn't know where she stood with the other Autobots. She turned the corner and was coming up on the town's library. There was a single person crossing the street. Airachnid was about to move around her until she saw her up close.

"Sierra?!"

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For the Captain of the cheer squad, it was a pretty uneventful Saturday. Sierra had decided to go to the library to catch up on a project she was falling behind on. She could've just stayed home and done her research on the internet, but she needed something to do with her day. Recently, she had less to do in her down time. The reason for that was because lately she hadn't been spending as much time with her click as she normally would. Vince had become an even bigger ass than before since he had been winning a few races at The Circuit and Sierra couldn't put up with him any longer. Things had also changed between her and the little circle of friends she had. She didn't know why, but hanging around them felt so...empty as of late. She didn't have a problem with any of them, but the more time they spent together, the more she wished she was somewhere else. She just didn't feel like she belonged anymore. Actually, she did know why. It was because of a certain trio of friends she would see around school that stuck together like glue: Jackson Darby, Miko Nakedai, and Rafael Esquivel.

Jack Darby stood out above the others to Sierra. The raven haired teen had been on her mind for the better part of the school year. She was ashamed to admit that he never really had her attention until he offered her a ride on his new motorcycle. The next time she saw him, he beat Vince in a street race and she really began to notice him. She started watching him after that, realizing how funny and nice he was, which more than Vince was, infinitely. Eventually, Jack did give her a ride and she found herself wanting it to lead to something more. She wanted to pursue him, but fearing of how her "friends" would react to her interest in him kept her from doing that. Then there was the day she talked to him at his job at K.O. Burger...when she met his "mother", his young sounding, tight leather wearing, great body having mother riding his motorcycle. It was obvious that Jack had gotten himself girlfriend, a hot biker chick to boot. Sierra hated herself for being such a follower and letting her friends decide who she should be attracted to. After that little embarrassment, she started to rethink the company she kept. Knowing that Jack wasn't available made her want him even more, something she was also ashamed of, and so she watched him from a distance. But as she did, she took notice to the foreign exchange student, Miko, and the jumped ahead pre-teen, Rafael, who he was always around. The more she watched the three of them, the more she realized how close they were. She had no idea where they all went after school to hold their "Science Fiction Club" meetings, but they always seemed excited when they left at the end of the day. They were the best of friends, thick as thieves, and they didn't care what anyone thought. Sierra became envious of them. She wanted Jack, that hadn't changed, but she also wanted what he had. She'd see the little family they had become and wished to be a part of it. It never felt real to go back to her group after she would see them. That's why she wasn't hanging around them as much as she used too. They were friends, but they weren't close. As she left the library, she was trying to think of a way to get closer to Jack. Little did she know that an opportunity was coming to her in the form of a black and blue sports car. It was coming right at her, in fact...and it wasn't slowing down.

"OhMyGod!" She yelled in a panic.

The car swerved as it got close and its door suddenly opened. Sierra was too panicked to move. She was tripped into the passenger's side of the vehicle. Once the door shut, the car pulled off with her in it.

"What the..."

"Are you alright, Sierra?" A female voice came from the car.

"Did-did you just talk?!"

"...Oh, Scrap."

"How do you know my name?" She nervously asked.

"Listen to me, I'm taking you somewhere safe."

"Safe from what?!"

Sierra confusion was only shadowed by her panic. She looked behind her and saw a pair of leather clad lady bikers chasing after them. The talking car was driving really fast and heading for the outskirts of town. She sat up and moved in front of the steering wheel.

"Where are you taking me?"

A belt came down and locked her in place.

"I told you, Sierra, someplace safe. Just keep your head down."

"Keep my head down from what?"

The car suddenly swerved and Sierra saw a flash of purple light shoot past the window. She looked back again and was shocked by what was now chasing them. They looked like two faceless robots riding on one wheel with what appeared to be lasers on their arms and they were firing at the car. The talking vehicle kept swerving to avoid being hit by the beams of light, but one had struck her back.

"Unh!"

"Are you okay?!"

"I'm fine, Red. Don't worry about me."

"Red?"

"Ratchet, I need a bridge now."

 _"What's going on?"_ Another voice responded, one that sounded older.

"I've got Vehicons on my tail. I need an escape."

 _"Just a moment."_

What Sierra saw next made her want to pass out. A swirling, green, "thing" of light appeared in front of them and the talking car was about to drive right through it.

"Oh my God, please tell me we're not going in that!"

"Hang on, Red."

Sierra covered her face as they drove through the green tunnel. When they passed through, Sierra felt as if her skeleton was going to walk right of out her skin.

"Oh my..." She said weakly.

"I'm fine, Optimus. Thank you." The voice said.

"What? Okay, that's it! I want out!"

Sierra began trying to open the door, to no success. She began banging on the side of the tinted window.

"Hey, talking car lady, let me out!"

"I can explain, Optimus."

"Who's Optimus?! Will you just open the door?!"

"Not him, her."

"Huh?"

"Jack, please don't be mad."

"Wait, did you say Ja _aaaaaa-oof_!"

The door opened and Sierra fell right on her face.

"Ow."

"Sierra?"

She knew that voice.

"Jack?"

What was he doing here? Did he know this talking car? Sierra looked up, expecting to see her classmate from chemistry. But what she saw were robots, giant freaking robots. Suddenly, the car next to her started moving and became another robot like the ones in front of her.

"HolyCrap!"

She jumped up and ran to what looked to be safety from them, which were some stairs. As she ran like Sonic the Hedgehog, she saw Jack waiting at the top. The sight of him relieved her a little. She grabbed him and held on for dear life.

"Jack, what the hell is going on?"

The robots all looked at the car that kidnapped her, who appeared to be a female robot. She looked at them nervously, the same way Sierra did to her father when she was caught skipping school that one time. There was a big red and blue robot, a _really_ big red and blue robot. He walked over to the lady robot, making her shrink in his shadow.

"Airachnid, what happened?"

His voice was so powerful that he could probably make Sierra to do whatever he wanted. She leaned in closer to Jack.

"Is he the leader?" She whispered to him.

"Yeah." He answered back, keeping his worried attention on the robot getting the third degree.

"Why did you bring another human to base?" Optimus ordered in question.

Sierra then saw Miko step forward to the railing. She was involved in this too?

"Yeah, what's the deal? You haven't been here a week and you're already recruiting new members? This is supposed to be a secret."

Sierra also noticed Rafael standing next to Miko. Was this where they all came after school?

"Okay, can someone please tell me what's going on?" She asked loudly.

All eyes went to Sierra and she instantly regretted getting everyone's attention. The big robot turned to face her. His gaze was as powerful as his voice. She was already small compared to him, but right now, she felt microscopic by the way he was looking at her. Then she realized that he wasn't looking at her at all, he was looking at Jack.

"Jack, perhaps you should take Sierra to the back and explain the situation."

"Understood, Optimus."

Jack spoke like some kind of soldier, with a voice of confidence she had never heard before. She didn't realize that she was blushing now.

"C'mon, Sierra."

Jack grabbed her hand which made her heart race a mile a minute and led her down the stairs and further down a hallway. As she watched him walk in front of her, she noticed that he was carrying himself very differently than he did at school. Did he always have shoulders like that?

Airachnid watched Jack and Sierra leave down the corridor, a small smile on her face when she saw how flustered the red head became.

"Arcee, Jack may require your assistance."

"Yes, Sir."

Arcee left down the same hall. Optimus turned his attention back to the newest Autobot.

"Airachnid."

Said femme was pulled from her daydream and met with a very serious looking Optimus.

"I want an explanation."

How was she going to put this in a way that they would understand?

"I'm sorry, Optimus. I just saw her and...panicked."

"Panicked about what?" Miko jumped in.

"That she would get hurt."

Optimus softened up a bit.

"Airachnid, while it is our responsibility to prevent human casualties, it is also our responsibility to keep them from knowing of our existence. By taking her in front of the Decepticons, you have put her life in danger."

"I know, Sir and I'm sorry. It's just...I forgot where I was."

Optimus and the 'Bots looked confused.

"What do you mean, forgot where you were?" Ratchet asked.

"Well...in my world...Sierra was Starscream's partner."

That surprised the Autobots and shocked Miko and Raf.

"No Way!" Miko yelled.

"Starscream and a human?" Bulkhead asked in disbelief.

"Yes." Airachnid replied. "She was a part of Team Prime same as you three. I always used to look after her whenever Star went out on a mission. He'd do the same with Jack."

None of the Autobots could picture what they were hearing.

"After the second day had gone without me seeing her, I figured that she wasn't a part of the group. But then I saw her while the Vehicons were following me and..."

"You were scared that they would try to hurt her." A young voice said.

Airachnid looked up and saw Raf leaning over the rails. It made her happy that he was speaking up for her.

"Yes, I guess that's what happened."

She looked back at Optimus.

"I'm sorry, Optimus. I should have used better judgement."

Optimus thought for a moment.

"I suppose that you were merely acting upon your instincts which compelled you to protect Sierra. However, this does not change the fact that her safety is now at risk."

"Aw, do you mean she's gonna be a part of the team?" Miko whined.

"Yes, Miko, she will."

"Oh, great. Now we're gonna have to deal the cheer captain every day."

"She not _that_ bad, Miko. At least she doesn't pick on us like Vince does." Raf said before looking to Airachnid. " _He's_ not part of your Autobots too, is he?"

Airachnid looked offended by the question.

"Primus, no. Even Breakdown couldn't stand him and he liked everyone." She replied.

"Oh, cool." Raf responded.

'Why is he so adorable?' Airachnid thought.

"So if Jack's friend is one of us now, who's gonna be her guardian?" Bulkhead asked.

"Ooh, I'll do it, Sir." Smokescreen said excitedly. "I've been waiting to have a human partner of my own."

Airachnid stepped forward.

"Sir, let me be Sierra's guardian. I got her involved in this, the responsibility should fall on me. Plus, she may be new to this, but I knew her well in my world. I can ease her into this gently without scaring her."

Optimus thought about it and decided that Airachnid's reasoning was logical.

"Very well, Airachnid. I will appoint you as her guardian."

"Aw, c'mon. I've got seniority." Smokescreen complained.

"Well, there's always Fowler." Bulkhead suggested.

"What?! Frag that!" The rookie replied.

"Language, Smokescreen! The children _do_ know what frag means." Ratchet warned.

"Sorry, Ratch."

"And don't call me that." He warned again.

Optimus gave Airachnid her full attention.

"Airachnid, you do understand what taking on Sierra as a charge means for you."

"I was Jack's guardian for over a year, Optimus. I know what it means."

"I do not believe that you do. If you become Sierra's guardian, you are taking on a mission as a member of this world's Team Prime. You will not be able to come and go as you please as you could before."

"I understand, Sir."

"It also means that any bonds you form with Sierra will eventually be broken upon your return back to your own dimension. Is this acceptable to you?"

Airachnid hadn't thought of that, but it really didn't matter. Even when she wasn't sure of the Autobots in this world, she was certain that she was never going back to her own.

"I am, Sir."

"Very well, then. Sierra is now under your protection."

Airachnid smiled genuinely at the thought of having a partner again. Though her Jack will always and forever be her true partner, and she was still dedicated to protecting this Jack, she would also protect Sierra. She would do so for the memory of _her_ Sierra and _her_ Starscream...and for her Jack as well.

"So..."

Airachnid looked to Raf.

"How do you think Sierra's taking it right now?"

"If I know Red, she's probably freaking out the same way she did back in my world."

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"Okay, I am going to freak the hell out."

In the empty storage room where the two humans and Autobot femme were, Sierra was moments away from having a meltdown.

"So...this lady robot..." She said nervously.

"Autobot." Arcee corrected.

"Is your motorcycle?"

"Yeah, pretty much. Show her, Arcee."

Arcee transformed to demonstrate her abilities. Sierra was only becoming more shocked.

"So, whenever I hear you talking to it..."

" _Her_." Arcee corrected again, more sternly this time.

"She talks back?"

"Well, not in front of people. Robots in disguise, remember."

Arcee transformed back.

"This is so insane." Sierra said as she held her head. "So, this is your science fiction club? This is where you three go every day after school?"

"Um...yeah."

"And the reason I don't see you at parties or anywhere outside of school or K.O. is because you hang out with alien robots?"

"You got a problem with that?" Arcee said.

"No! Nonono, I just meant...Oh, man. What am I doing?"

"Sierra, I know it's a lot to take in but it's not the bad." Jack said comfortingly.

"So...w-what happens now? Do you go all Men In Black on me and wipe my memory clean?"

"That would make our job _so_ much easier." Arcee joked.

"Look, I won't tell anyone about you. I swear on my Nana's grave."

"Nana?" Arcee asked.

"Sierra, no one's gonna wipe your memory and the 'Bots aren't gonna hurt you." Jack assured.

"So, what _are_ they gonna do?"

"Look kid, those jokers you saw today might come after you to get to us." Arcee said.

"What?!"

" _Because of that_...Optimus is gonna assign you a guardian."

"A...guardian?"

"Yeah, like Arcee. She's _my_ guardian. She looks after me whenever I leave the base." Jack followed.

"So she, like, follows you everywhere?"

"Not everywhere, she just protects me."

"Jack's garage is pretty much my second home. We take the kids to school, I take Jack to work, and then we take them home and watch over them at night." Arcee elaborated.

"Everyone will just think you got a new car. See, no big deal."

"Okay, that doesn't sound too bad. You're sure that my house isn't gonna get blown up by those Decepticon things?"

"The 'Cons haven't bothered us once at our own homes, it's just safer to have the 'Bots around."

Jack, however, did have to break some news to Sierra about her social life.

"The thing is...during the day, the Autobots usually go on missions and have to stay here in case they're needed."

"Okay?"

"And it's not safe for us to be away from them for that long."

"What are saying, Jack?"

"What I mean is...when you're not in school, you're gonna have to be here with your guardian. You won't be able to hang out with Vince or your other friends as much. Your social life is gonna take a hit."

"So what you're saying is that..." She was trying extra hard not to smile. "I have to come here every day with you, Raf, and Miko?"

"Hate to break it to ya, kid, but yeah." Arcee said.

Sierra did her best to look unhappy about that. Of course, this was a dream come true. Now she was a part of the group and she would be able to get closer to Jack. Dealing with alien robots was a small price to pay for that kind of benefit.

"I see."

"I'm really sorry that you got pulled into this, Sierra. I have no idea why Airachnid even brought you here." Jack said.

"Airachnid, is that her name?"

"Well, I just call her Airi. Look, I know this is a huge inconvenience. But it's actually pretty cool. The 'Bots are the friendliest aliens you'll ever meet."

Sierra took a deep breath. Even with the good that came of today's events, she still had a lot to come to grips with.

"Well, it looks like I'm a part of this now."

"Sierra, are you sure you're okay?" Jack asked.

"Yeah, a little overwhelmed but...And don't worry about my social life, Jack. I really haven't been hanging around the gang much these days."

"Why? Are you guys having problems?"

"No...it's just been...boring lately."

"Oh. Well, boring isn't a thing around here. I can promise you that."

"We'll see, won't we?"

"C'mon, I'll introduce you to everyone properly."

"Thanks, Jack...for trying to make this easier for me."

The three began leaving the storage room.

"Hey, you're handling it better than I did."

"Maybe she won't run away at the first sign of trouble." Arcee joked.

"Are you ever gonna let that go?"

"Nope, I'm gonna tell your kids about it someday."

Arcee turned around to face the two.

"But there is one thing you have to understand, Sierra. No one can know we exist. You can't tell anyone, not even your parents."

"Okay, I understand."

"I mean it. First rule of Robot Fight Club is don't talk about Robot Fight Club."

Arcee turned around and continued to lead them. Sierra leaned closer to Jack.

"They know about our movies?" She whispered.

"Oh yeah, Arcee really loves Enter The Dragon."

"Tread carefully, Jack." Arcee warned as she kept walking.

She would die a hundred deaths before she would ever admit how much she loved Charlie Chaplin films.

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"Sierra, I would like to apologize on the behalf of myself and my subordinate about the events of today. However, because of what has happened, we cannot allow you to remain unprotected from the Decepticons." Optimus said.

Jack had already introduced Sierra around to the other Autobots. Now that she had relaxed a bit, she had to admit that they looked pretty freaking cool.

"As such, I will assign a guardian to watch over you when you are not here at Omega Outpost One."

"Whatever you think is best...Optimus, Sir."

Airachnid stepped forward, looking a bit embarrassed about everything that happened.

"Airachnid will be your guardian. She will take you to school and anywhere else you are required to be. However, when you are not in school or at home, it is imperative that you remain here for your own safety."

"I understand, Sir. Jack explained everything to me."

"As I knew he would. Rest assured that your safety is our primary concern and we will protect you and your family from any dangers that you may face. Welcome to Team Prime."

Sierra had to admit, she felt _very_ welcomed among these giants. It still seemed so unreal to her. But at the same time, it felt more real than any of her so called friends. She decided to go up to the platform where Jack, Miko, and Rafael were hanging out. In time, she hoped to become as close to them as they are with each other, even outside of the base. She looked back at the Autobots and saw Airachnid. The black and blue lady 'Bot smiled at her kindly. Sierra wondered if she would ever be as good of friends with her as Jack seemed to be with Arcee. Only time would tell and she was looking forward to finding out.

"Optimus." Ratchet said as he walked up to the Prime. "Can I have a word in private?"

The two left the area for the storage room that contained the frozen Airachnid.

"Our other world guest seems to be getting along well, today's misstep aside." Ratchet began.

"It would seem that she is becoming more comfortable around Team Prime. Perhaps Sierra will help her adjust to her new surroundings."

"Perhaps."

Optimus could tell something was bothering Ratchet.

"What is wrong, old friend?"

"Airachnid, she doesn't talk about her own world very much. Today was the most we've gotten about her and her team."

"We _have_ learned a great deal more about her and where she comes from."

"Did you notice that she talked a lot in past tense when she spoke of her universe? Sierra _was_ Starscream's partner, Airachnid _knew_ her well, and she _was_ Jack's guardian."

"I had noticed, Ratchet."

"There's also way she looks at the children, Jack in particular. She always has a longing expression, as if she hadn't seen them for a long time."

"I have noticed that as well."

"Optimus, aside from the small amount that we lost to Starscream, we haven't seen any red energon since Cybertron went dark. The odds of it being here on Earth or more arriving from Iacon are slim to none."

"I know, Ratchet. It may be a very long time before we can acquire such a rare substance. It may be even longer before we have enough to power a space bridge such as the one that brought Airachnid to this world."

"She may be warming up to us, but I can tell that she still feels out of place. One would think that she'd be eager to find enough red energon to send her back home. Yet..."

It didn't surprise Optimus that Ratchet was able to figure it out.

"I believe there is a lot that Airachnid isn't telling us." The medic said grimly.

"Indeed, Ratchet. And she will not tell us...not until she is ready to do so. And we will not force her. If it is as we suspect, then she must choose to reveal the truth at her own pace."

"Do you really believe it's what we think it is?"

Optimus looked grim himself.

"It is, Ratchet, on at least one account."

"Primus...It makes me regret that I was so cold to her on her first day."

"There was no possibility that we could have known, old friend. For the time being, we will discuss this matter no further. I also suggest that we do not inform the others _or_ the children."

"Of course not, Optimus."

Ratchet tried not to have the thoughts he was having, but he couldn't keep them away.

"Who do think it was...that was lost? And which of us did it?"

Optimus stopped in his tracks and pushed all those thoughts aside.

"Perhaps it is best not to think about it, old friend."

But they couldn't. Whatever had happened to Airachnid in her own world would remain with them for a long while.

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Airachnid was driving Sierra home. The red headed teen seemed to get along pretty well back at the base. Airachnid hoped that she felt comfortable as she did in her world. At the very least, she wasn't angry for kidnapping her. They pulled up to her house, but Sierra didn't get out right away.

"So, you're just gonna stay out here all night?" She asked.

"It's called curbside duty for a reason. Don't worry, I'm used to it."

"Oh, okay then. I wish I could let you in the garage but there's no way I can explain you to my Dad."

"It's fine...I'm really sorry about today, Sierra."

"It's alright, Airachnid. My weeks starting to look a lot less boring now."

"Still, you know you're gonna have to be there tomorrow, bright and early."

"Well it's either that or cheer squad. I'm beginning to think I could be wasting my time on something more fun. Anyway, goodnight Airachnid."

"Hold on, Sierra."

"Yes?"

"Listen, I want you know that you're not just an assignment to me. I would really like us to be friends. I've got your back no matter what."

"Well, thanks Airachnid."

"And if you ever wish to talk...about anything, you come always come to me. If it's something you can't talk about with anyone else, I'm here. And I promise that it doesn't leave the car."

"Oh, wow...thank you. That's really nice of you."

"Alright, go on. You have to be tired after today."

"Ya' think? ...Hey, Airachnid?"

"Yeah?"

"How did you know my name when you grabbed me today?"

"Oh...um...Well, Jack and I are good friends and he mentioned you when we saw you while I was giving him a ride for Arcee one day."

"Oh, really? ...Does he always talk about me?"

"Hm?"

"Uh...never mind. Goodnight, Airachnid."

"Goodnight, Red."

"Heh, because of my hair?"

"Yes, that's it."

Sierra smiled and went inside. Airachnid herself was smiling beneath her alt. It actually had nothing to do with her hair. Starscream had given her that name because whenever she was around Jack she would turn red.

"She still has it bad for you, Jack."

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"Sierra, from your school?"

June was just being informed by Miko about the events of the day before. Of course, Miko had left out the new Autobot was actually the good counterpart to the Decepticon that June was so afraid of.

"Yeah, thanks to the new girl, we had to let the cheer captain into our tight knit group."

"C'mon, Miko." Jack defended. "What's your problem with Sierra? She's never done anything to us."

"But she's not one of us. We're supposed to be outside the norm. The Autobots are from another planet, I'm the weird foreign exchange student, Raf is the nerdy prodigy, and you're the average dude below the radar. We're the outcasts that go against the status quo. Sierra is a cheerleader. She's part of the system. The only reason you want her around is because you still have a huge crush on her."

"What? I do not."

"Yeah, I don't believe you."

"Look, just take it easy on her. Don't give her any grief like you did Airi."

"Ugh, I can't believe you gave her a pet name. Arcee, how are you not super ticked about that?"

"Leave it alone, Miko." Arcee replied.

June was confused about this new Autobot.

"Wait, what's the big deal with this new girl that Arcee would feel a certain way about it?"

Both Jack and Arcee tensed up which June noticed right away.

"What are you two hiding?"

Jack didn't know how to break it to his mother without her overreacting. Nobody could really blame her, considering 'Con Airachnid had almost killed her. Airachnid and Sierra were their way to base and would be there any minute now. June was going to find out one way or another. An approaching vehicle caught everyone's attention and the humans went down to the ground level. Arcee and Jack exchanged nervous looks.

"Alright, here we go." Arcee said to Jack.

"What do you think? She gonna freak?"

"I honestly don't know, Jack."

The black and blue car pulled up and stopped the moment she saw June.

"Oh, no." She said just loud enough for Sierra to hear.

"What's up? Who's that woman?"

"That's Jack's mother."

"His mother knows about this too?"

"Yeah."

"You okay, Airachnid?"

"I'm fine, Red."

Sierra got out greeted Jack's mother.

"Hello, Jack's Mom."

"Hello, Sierra. I'm June."

June politely took Sierra's hand. She turned her attention to Airachnid who was still in her alt form.

"And this must be the new arrival. I guess she's a little shy."

Sierra had just noticed that Airachnid hadn't transformed.

"Airachnid, what's wrong?"

The moment she heard the name, June's expression changed.

"Wait, did you say Airachnid?"

Sierra was confused as June began looking afraid. Jack was already close to her as if to try and calm her down.

"Mom, please listen."

"What's going on, Jackson?"

"I need you to understand. What you're about to see, please know that she's not who you think she is."

June looked back at Sierra and the sports car behind her.

"It's okay, Airi. You can show her." Jack assured.

There was a hesitant pause, but Airachnid eventually transformed. When she took her bipedal form, June gasped in horror as she back stepped away, pulling Jackson with her.

"Jack?" She asked nervously.

"Mom, it's okay."

Airachnid was hurt by the way June was looking at her, much more than she expected to be. Still, she tried her best to reassure the frightened mother.

"Hey, June. It's really nice to see you again."

Fear became fearful confusion as June saw Airachnid, who she last remembered dangling her from a platform, shrinking away from her like _she_ was afraid.

"What is _she_ doing here?"

Jack, Arcee, Sierra, Miko, and Raf, all saw the hurt in Airachnid's optics when June said that. Even Miko felt sorry for her.

"Ms. Darby."

June turned to see Optimus Prime coming from the corridor. Seeing him always made her less afraid.

"I believe an explanation is in order."

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 **Just when things were getting easier for Airachnid, this happens.**

 **Alright, so now we know why Airachnid brought Sierra to the base. I did mention a fourth child in the second chapter and Starscream having a partner in the third. Well, now Sierra is a member of Team Prime and Airachnid is going to be her partner. I think Red and Airi are going to get along well, don't you?**  
 **Meanwhile, Ratchet and Optimus are putting together the pieces about Airachnid and starting to understand why she is the way she is. But how long will it be before Airachnid tells everyone the truth about her world?**  
 **Unfortunately, things ended on a down note with June meeting up with Airi. If anyone is going to have a hard time accepting her, it's Jack's mother. That's the reason I wrote in length about how close Airachnid was with June in her world. Seeing June so afraid of her is tearing poor Airi up inside. We'll see how their relationship develops with the story.**  
 **So, like I said in my last Old Nightmare Chapter, I have five chapters from each story written and will be updating every other day, alternating between them. Thursday will be another Old Nightmare and Saturday will be an ASOG update. Thanks for being so patient and I hope you enjoy what I've finished during the wait. I see you all then.**


	6. Chapter 6

Things were pretty tense at Outpost Omega One. Airachnid couldn't keep from staring down the corridor where Optimus, Jack, and Arcee had taken June to explain the situation. The day seemed like it was going to be okay, but Airachnid was not prepared for who was waiting at the base. The way June looked at her, it hurt...a lot. Airachnid hoped that Jack could convince June to give her a chance the way he did, but she knew how protective she was of her only son. Airachnid was afraid. She was afraid of being hated by June Darby, whom she loved with all her spark. Though it would be in a very different way, she was afraid of losing her again.

Sierra didn't know what was going on. She didn't understand why Jack's mother had acted so scared of Airachnid. She seemed okay with Arcee. What was her problem? Sierra looked up at guardian who kept staring down the hall. She looked very worried about something...and upset.

"Airachnid?"

Said femme took a moment to realize that her new partner had called for her.

"Yes, Sierra?"

"Are you okay?"

Airachnid seemed lost in thought and took some time to answer.

"I...I don't know, Red."

Airachnid looked back down the hall, leaving Sierra worried about her. She had only known the femme Autobot for a day, but she felt bad for Airachnid and wanted to help. Hopefully, Jack would know what to do when he and the others came back.

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June looked up at the stasis pod that towered over her. Trapped inside was the creature that had haunted her nightmares for months after the ordeal had passed. Airachnid, the Decepticon rogue who made a hobby out of hunting indigenous species, who desired her son's head for her collection, who had victimized Arcee and taken the life of someone very important to her. June despised this being, this monster. She was happy that Airachnid was locked away where she couldn't hurt anyone ever again. But if she was here...

"So, now you're telling me that there's another one running around?"

Jack expected her to be like this, they all did. But could any of them blame her? Airachnid hung her from a construction platform at a height that would have surely killed her if she had fallen. The spider femme was mere moments away from dropping June before Arcee intervened. And she had done this all to hurt Jackson for what he did to her ship. June had every reason to be as afraid as she is now, but it still was unfair to Airi.

"Mom." Jack began. "You have to understand, the Airachnid you saw out there isn't the same as the one you're looking at."

June looked back at her son with a stern expression.

"Jackson speaks the truth, Ms. Darby." Optimus added. "The femme Cybertronian that you met in the main hall is actually an Autobot...from another dimension."

June was confused now.

"Another dimension?"

"Correct, she comes from a world where we are the Decepticons and they are the Autobots. As we protect mankind in this world, she and her allies do so in her own."

"And in her world, I'm _her_ partner instead of Arcee's. Arcee is the one who wants to kill me where she comes from."

June turned her attention to Arcee who seemed to be trying her best to not get pulled into the conversation.

"Arcee?"

June wanted the opinion of her son's protector, but the tone of her voice made it clear that she wasn't asking for it, she was demanding it.

"June...I..." Arcee was trying to find her words. "Look, she saved Jack's life."

"What?" June responded in a bit of a shout.

"We were in New York, the 'Cons attacked us, and Airachnid came in and got Jack to safety."

June wore a look of shock very similar to the one she had when she first realized that Jack was telling to truth about his motorcycle.

"I know it's hard to believe, but this Airachnid...She doesn't seem like she wants to hurt anybody."

"And you believe her? How are you okay with this? How are you not as freaked out as I am?"

"Well, it's not easy for me either."

Jack looked up at Arcee in shock.

"Still, Arcee?"

Jack couldn't believe that Arcee still hadn't accepted the new femme Autobot, even after the talk they all had the day before yesterday.

"Wha-Well, I'm not being a glitch to her, am I?" Arcee responded defensively. "I'm sorry, Jack. But Autobot or not, this wasn't just gonna stop being difficult to deal with after only a few days. We can't all be like you and be friends with her so easily. This is gonna take some time."

Jack wanted to protest but Arcee had a point. He looked back to his mother who didn't have a history with Airachnid nearly as bad as his partner.

"Mom...I know why you're so freaked out, but you have to give Airachnid a chance."

"I don't have to do anything, Jackson." June harshly responded. "I don't have to accept her and I certainly don't have to like her."

Jack had never seen this side of his mother before...Well, he did, but only when it came to his father. Considering what he had put them both through before he walked out, and what Airachnid had tried to do to them, he understood why June was so hostile.

"Mom...Please..."

"No, Jack. I'm not going to be friends with her. I can't, not when she looks like the monster that tried to kill us."

It was her decision and Jack had to respect it, even if he didn't like it. But she had to respect his as well.

"Okay...I understand, Mom..."

June thought that the conversation was finished, but Jack wasn't.

"But she's still _my_ friend."

June's expression was somewhere between angry and shocked.

"What?" She asked in a much harsher tone. "How can you..."

"I'd be dead it wasn't for her. Those Vehicons were about to run me down before she saved my aft. If you'd talk with her for just a second, then you'd know that she isn't who you think she is. She cares about me...but she's having a really hard time being here and she needs my help."

June put two and two together.

" _She_ was the new Autobot you stayed over to look after?"

The anger was clear in her voice, but Jack stood his ground.

"Yes and I'm not gonna abandon her. I mean...It's really starting to look like I'm her only friend here except for maybe Optimus. Until we can send her home, I'm going to help her, Mom. I'm sorry, but you raised me to do the right thing. I don't run out on my family _or_ my friends, unlike _you know who_?"

Jack dropped that last little gem to show his mother that he meant every word he said. June gave back one of the harshest glares she could form, but it had little effect on the human mini-Optimus. June sighed in crushing defeat and walked past her son without saying anything else. Jack felt the same way he did when he chose to stay behind with the Autobots after June tried to get him to go with her and Raf to the hospital. He knew that his decision didn't sit well with her.

June, on the other hand, didn't feel as strongly as she did that day. She was willing to stand by her decision to stay away from this _other_ Airachnid and felt that her reasons were justified. But in the back of her mind, she knew that it was unfair to her. The Airachnid that haunted her for months was sealed away in a pod and locked up in storage. But even if her son's new friend and her worst nightmare were apples and oranges, she still wore the same face of someone who terrified her, someone who tried to take the only person she had in this world. June could not look past that, even if she wanted to. There may have been nothing to forgive, but she couldn't forget. If she had been petty, she could have brought up Jack's father. Could he be friends with someone who looked exactly like the man who hurt him so badly in the past, who betrayed him and forgot he existed? But June would never do that to Jack, not for the sake of being right.

Optimus looked back at Jackson, who looked notably disappointed in his mother. He offered an apologetic look before following after the June. Jack merely close his eyes as he shook his head. He really wished things had gone better. He looked over at Arcee who avoided his gaze out of shame.

"Arcee."

"I'm sorry, Jack."

"But...why? What's Airachnid gotta do to get you to accept her? What's it gonna take?"

Arcee made herself look at Jack so he could see the sincerity in her optics.

"I...I just need some time. "

Jack softened up a bit.

"It's easy to forget who she is and who she isn't, especially when I see you two getting close. I'd be lying if I said I didn't feel a little betrayed. But...I know you don't see what we see. You and Optimus can look past her resemblance and see someone else, someone who needs help. And you being you, you want to give her the help she needs."

Arcee began to smile at her young partner.

"That's why Optimus gave you the Key to Vector Sigma. That's why you're a Prime."

Arcee looked closely at the stasis pod which held her worst enemy. She could envision her twisted smile, her cruel optics, and she could hear her sadistic voice speaking to her with promises of a painful end. Then she thought about "Airi" and the sad smile she would have around Jack, the pained look after running into Starscream, the way she protected Jack so viciously just as Arcee herself had so many times before, and the hurt in her optics when she saw June. Arcee could never believe that Airachnid was capable of such emotions, not in a million vorns. But "Airi" was and it was getting hard to tell the difference between the two, only the colors purple and blue setting them apart. Arcee sighed as she looked away from the pod.

"It won't happen overnight, partner, but I _am_ giving her a chance. Maybe I'll see what you see someday. For now, I'm willing to let her be...And for you to help her any way you can. "

That was good enough for Jack. That was all Airi was asking for, a chance. If Arcee, the one among all of Team Prime that had suffered the most at the hands of Airachnid, was willing to give that to her, then maybe there was hope for the rest of them. Maybe his mother could see things differently in time. All he could do was hope.

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When June finally came back to the main hall, Airachnid nervously looked away. But through her peripheral, which was far superior to most Cybertronians, she could see her. June was making an effort not to look her, not out of stubbornness the way Miko did, but out of fear. Airachnid's spark was being ripped apart at sight of it. She heard her footsteps move behind her and continue past without breaking stride. Then she heard the sound of a car door opening then closing, followed by an engine turning over and said vehicle driving away from base. Once the sound of the car faded down the tunnel, Airachnid shut her optics tightly with such a hurt expression on her face. Everyone felt sorry for her, even Bulkhead.

"Airachnid?"

Sierra's voice didn't reach the spark broken femme. She went to touch Airachnid's leg to get her attention, but she took her spider form and climbed up to the elevator before she could. Sierra listened to the sound of the elevator taking Airachnid up top, now worried about her new companion. She looked down the hall and saw Optimus, Arcee, and Jack coming forward. Sierra walked over to the one human among them.

"Jack, what happened? Why's Airachnid so upset and why was your mom acting that way?"

Jack rubbed the back of his head nervously. He was surprised that Airachnid didn't tell her about where she came from. If she didn't want her to know, Jack didn't want to tell her behind her back.

"Um, well..."

"Perhaps it is best if Airachnid provides an explanation. It is not our place to tell you of her past." Optimus cut in. "However, you must understand that this situation is... _complicated_ for Airachnid and she may not be willing to share her burden with you at this point in time. I ask that you be patient with her and respect her wishes, whatever they may be. I am sure that she will trust you with her secrets in time."

Optimus always sounded so wise to Sierra. Anything that came from his mouth got his point across.

"Alright, Optimus Sir. I'll let it be for now...I'm just worried about her."

"As are we, Sierra." Optimus replied.

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Airachnid was hurt, she couldn't deny that. It was pain far worse than seeing this world's Starscream, than hearing Jack deny her as his partner. Only losing had them hurt more. As Airachnid sat at the edge of the cliff atop the base, holding herself tightly in insecurity, she glanced over to her side and saw a pile of stones that had been gathered and topped with a crossed pair of sticks. Airachnid knew a grave marker when she saw one. She wasn't the only Autobot who'd lost someone recently it seemed.

"Is that you, Jack?" She said as she felt a presence behind her.

"I'm afraid not, Airachnid." Optimus answered, making her wonder how he moved so quietly with his size.

She glanced over her shoulder and saw him approaching. He stood behind her as she gazed back down to desert below.

"Optimus?" The Prime could hear the apprehension of whatever she was about to ask. "You said I didn't hurt them."

There was desperation in her statement.

"To the best of my knowledge." He replied.

"But you don't know for sure?" More of another statement than a question.

"Unfortunately, I do not...However, if either of them had been harmed in anyway by your counterpart or any other Decepticon, Ratchet would have taken it upon himself to treat their injuries to the best of his abilities. As such, he would have informed me had it occurred. This has not happened yet."

Airachnid wanted to take solace in that, but it didn't ease her pain.

"Then, why?" The pain was coming out through her voice. "Why does she hate me?"

Her voice was cracking. Optimus felt nothing but sympathy for the lost femme.

"It is not you that June Darby hates."

"No, but I look like her. I may as well be her as far as she's concerned."

"That is not true, Airachnid. Nurse Darby was merely...unprepared to see an Autobot who bore such a resemblance to the Decepticon that she has come to fear so greatly."

Airachnid was able to look back at Optimus, taking some comfort in what he was saying.

"I know that seeing her must have been very difficult for you, but I do not believe that her impression of you is set in stone. I believe that given enough time, Nurse Darby will allow herself to see past your resemblance and perhaps get to know you for the Autobot that you are."

Airachnid looked forward in thought.

"Know that she has been informed of how you saved Jackson from the Decepticons and that you are as protective of him as she is. With that alone, June Darby knows that you are different."

Airachnid stood up and slowly turned to face the Prime. While she looked a little better than just a moment before, she was still clearly upset.

"Thank you, Optimus."

"You are very welcome, Airachnid."

Optimus made sure to look her in the optics to erase any doubt in her mind that his words were true. But as he did, he saw not only sadness, but regret as well. Knowing what he knew about _her_ Jackson, he was tempted to ask about her past. But now was not the time for that, not with her in such an emotional state.

Airachnid glanced back at the pile of stones. She wanted to ask who they were for, but she also didn't want to ask. There _was_ one thing she needed to know.

"Was that me, as well?" She asked, pointing at the stones.

Optimus turned to see what she was referring to.

"No...that was not your counterpart's doing?"

Airachnid thanked Primus for that. The last thing she wanted was to have another Autobot's death be unjustly placed at her pedes. According to Arcee, she was responsible for the death of this world's Tailgate, just as she was in her own.

"Airachnid, Jackson and Sierra are very worried about you."

Airachnid sighed. The children were really the same as her own.

"I know...Red must be so confused right now?"

"Red?"

"I mean, Sierra."

"I see. Is that how you refer to her in your world?"

"Yes." Airachnid answered with a smile.

"You are close with her as well?"

Her smile faltered a bit.

"Yes...I was."

Airachnid immediately realized her slip up and looked to see Optimus' reaction. The Prime had already turned his back and was heading to the elevator, indicating that he had not noticed. She sighed in relief, little did she know. Optimus had noticed her mistake, further establishing what he had already known. But it was beginning appear worse than he realized. Just how much had Airachnid lost in her own world?

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Sierra arrived at base this morning with the intention of getting closer to Jack and perhaps becoming friends with Rafael and Miko. Now that things had settled, it seemed like the perfect opportunity. But all Sierra was able to do was worry about Airachnid. Her guardian had left for quarters upon her return with Optimus from the rooftop. The day was coming to a close and Sierra hadn't seen her since. She spent most of her time watching Rafael and Miko play a video game while Jack talked with Arcee. She could tell that he was worried himself. She wanted to ask him the truth about Airachnid but didn't want to push her boundaries as the new member of Team Prime, as they called themselves. As the others were preparing to leave for the day, Airachnid finally returned from her quarters to take Sierra home. The red head welcomed her with a smile that was returned in kind, but Sierra saw that she was still down about today. The ride home was quiet, Sierra looking down at the steering wheel in concern. They were a short distance from her home when she decided to try and cheer her up.

"Hey, Airachnid?"

"Yes, Red?"

"Look...Um..."

Sierra paused awkwardly, unsure of what to say.

"Y-You don't have to sleep outside anymore. You can stay in the garage if you want."

It wasn't the best attempt at comfort, but it was a start.

"Thanks, Red, but I'm fine with staying curbside."

"You sure? It might rain tonight."

"It wouldn't be the first time I've recharged in the rain. Don't worry about me. Besides, how will you explain me to your parents?"

Sierra hadn't thought of that yet, but she did remember what Jack told her about Arcee the day before.

"Well, I could just tell them that I bought you used with my allowance. They'd buy that."

"You've been talking to Jack, haven't you?"

Jack had also told Airachnid how he and Arcee met in this world the day she saw Starscream. She found it amusing that her Jack told his mother the same story.

"Please, Airachnid? I feel really bad about leaving you out there all alone."

Sierra kept looking down at Airachnid with such a worried face. It seemed like Jack's powers of persuasion were rubbing off on her after only one day.

"Alright, Red. If it helps you sleep better."

"It will, really."

They finally arrived at Sierra's home, pulling into the garage this time. Sierra didn't get out right away.

"Something wrong?" Airachnid asked.

"Airachnid...what you said to me yesterday, about being able to talk to you about anything..."

Sierra put both hands on the wheel, an act of comfort.

"It goes both ways, ya'know. You can talk to _me_ about anything too and I won't tell anyone."

Airachnid fixed her rearview to observe her closely.

"Red. "

"I know I haven't known you for long and we're not on the level as say Jack and Arcee but...I'd like us to be that way...someday. And today...I was really worried about you."

A seat belt came down and wrapped around Sierra comfortably.

"I don't know what happened earlier and you don't have to tell me if you don't want to. But...if you ever do...I'm here."

"Sierra." Airachnid responded was a soft voice.

"I wanna be able to help when you're upset."

Sierra put her hand on the dashboard.

"I don't know why Jack's mother was so afraid of you, but I'm not. You're my friend...And I've got your back."

Airachnid would cry if she could. Instead, she tightened her belt slightly.

"Sierra...thank you. That means a lot to me."

Sierra was surprised by the tone of her voice. She didn't expect her words to touch Airachnid this way.

"Are you gonna be okay?"

"Yes, Sierra...I'll be fine."

"Good, I'm glad."

Airachnid released her belt and opened the door for Sierra.

"I'll see you in the morning, Airachnid."

Sierra headed for the entrance to her house.

"Goodnight, Red."

"Goodnight...Airi." She said as she left the garage.

That brought back memories, hearing that name in Sierra's voice. It was just what she needed to help her forget about the horrible day she had. It still made her sad to think about June being afraid of her, but there was nothing she could do about that right now. Instead, she thought of Sierra and Jack. Even if the Autobots still didn't accept her, even if June hated her, even if her old family wanted her dead, she still had those two. That was enough for her.

"Star...I'll take care of her...I promise." She said to herself before going into recharge.

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Arcee, Bumblebee, Bulkhead, and Airachnid pulled up to the school to drop their charges off. Jack, Miko, and Raf all waved goodbye to their partners as they headed for the entrance. Jack cast a glance at Airachnid who was still carrying Sierra.

" _This is gonna be fun_." She said sarcastically. "My parents bought the used car story but I don't think my friends will. They always jumps to some crazy conclusions."

As she said that, she saw her fellow cheerleaders standing by the entrance, observing the tinted sports car curiously. No doubt, they were wondering who was behind the wheel. And why did Vince have to be there?

"Just like pulling off a band aid, Red. Best to just get it over with."

Sierra sighed in defeat.

"Wish me luck."

"Sierra."

"Yeah?"

"Thank you again for yesterday. I really needed to hear that."

Sierra smiled down at Airachnid's dashboard. At least she had one real friend.

"Anytime, Airi."

Sierra got out of the car which got a reaction from her group of "friends". Airachnid didn't pull off like the others, choosing to wait and watch as Sierra went inside. Her group was bombarding her with questions about her new car and Sierra was doing her best to answer them convincingly. If things went the same way as they did in her world, Sierra would be leaving the cheer squad and wouldn't be hanging around those girls anymore. She finally made it into the building and Airachnid headed back to base.

For the first time in a long time, Airachnid had something to look forward to. The day would go by slow, but at least she knew that she would see two people she cared about greatly. She couldn't wait to see them, to hear about their day, to hear them call her Airi. She loved to hear that from them, bringing back precious memories. Maybe Raf and Miko would refer to her that way someday as well. With any hope, maybe June will too. That's when Airachnid realized something truly special. For the first time in over a year, she had something to hope for. It felt good to hope again. It felt good to live again.

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 **Well, this was a bittersweet chapter. Airi and her new partner are getting closer, but June isn't very happy to see the spider femme. I know it's really unfair to Airi, but try to understand where June is coming from. Even though she knows that Airi is a different femme from Airachnid, it'd be hard to get past the fact that they look almost identical. Airachnid is the devil to June and seeing her mirror good self isn't going to be easy to accept. I originally intended her to be much more hostile towards Airi and acting sort of the way she did when Raf was exposed to Dark Energon, but I felt that was a little too much and might make June a bit unlikable. So I wrote her to be more afraid than anything else. Hopefully, things will get better between the two.**

 **As you can see, Airi isn't as accepted as she had hoped from the others. Arcee's explanation is more or less shared by everyone else. They definitely tolerate her presence and are willing to give her some amount of trust, but like June, it's hard to not see a Decepticon in their home. I'd would like to thank wiseguy2415 for suggesting that the members of Team Prime all have separate moments with Airi, which I think is what I'm gonna do. So, Airi is going to be our post Day of The Black Sun Prince Zuko of the story. Let's hope no one gets Tophed out of their adventure with her.**

 **Now, I know things are developing very quickly with Sierra and Airi. But I look at it this way. Sierra wasn't really happy with the way things were going with her life and her friends and Airachnid was the one who opened the door for her to find her way to Jack, Miko, and Raf. I figure that she'd be grateful for that and would see Airachnid as a friend right away. I intend to form a sisterly bond between the two. Don't worry though, I won't be stingy with the Jack and Airi moments. At the end of the day, Jackson Darby is still her first human friend.**

 **Next chapter, Sierra will begin to adjust to Team Prime and her new partner and ultimately make a decision about her previous friendships. We all know who she's gonna choose. I'll see you all then. Peace Out.**


	7. Chapter 7

Selling her friends a story about her new car was easy enough for Sierra. She had told them that her father bought it for her under the condition that she interned at his office on weekends. They bought it, luckily for her. Things looked like they would go smoothly, at least until the end of the day when she planned to tell them that she was stepping down as cheer captain. She didn't want to hold the title if she wasn't going to dedicate herself to the role. Other than that, things were going well. Then she was caught waving at Jack and the others as she was going to class...and then her friends looked at her like she had just spit on the Pope. Vince in particular didn't seem too happy about that. Sierra felt like she was standing before a jury as her friends stared at her in disbelief. The bell ringing was a welcomed rescue for her.

As Sierra sat in class, her blonde friend (who for the life of her, Sierra could not remember her name for some reason) leaned over to try and talk to her.

"What the hell was that in the hallway?" She whispered.

Sierra kept watch as the teacher had her back turned. The last thing she wanted was detention for talking in class.

"What are talking about?" Sierra replied in the same hushed voice.

"You know what." She answered back before mockingly imitating Sierra waving her hand.

"I was just saying high to Jack?"

"No, you waved to _all_ of them."

Sierra couldn't believe this.

"How do you know?"

"Because the little nerdy kid waved along with him while the weird, foreign girl pretended not to notice."

"Okay?"

"Since when do they do that?"

"What's the big deal?"

"Am I interrupting your little chit chat, ladies?"

Sierra and her friend looked up to see the stern faced English teacher staring them both down. She may as well have been the size of Optimus by how small she made Sierra feel. Both girls shrank down in their seats and kept their mouths shut.

"Well then, may I continue with my lesson?"

"Yes, Ms. Trunchbull." Sierra answered.

"Sorry, Ms. Trunchbull." Her friend also answered.

"Thank You."

The teacher continued on with her lesson and neither Sierra nor her friend dared to say another word. But Sierra knew that this conversation was far from over.

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Airachnid was bored. She had forgotten what that felt like. In the year since her family's demise, she hadn't known a moment of peace and coming to this world left her expecting something to happen at any moment. Now, after things had settled between her and the alternate Autobots, she was beginning to feel the hours of the day drag by. It was a welcomed change from constantly looking over her shoulder, fearing the day she didn't look quickly enough. But how she wished that Jack and Sierra were there to keep her company. Hanging out with the Autobots wasn't an option either since there wasn't really a relationship with any of them. Airachnid was beginning to see who they were and not who they looked like, but it was still hard for both sides. Bumblebee and Smokescreen would always act nervous around her. Arcee, while a little more accepting, was still very distant. Bulkhead tolerated her and nothing more. Only Optimus and Ratchet seemed to be unaffected by her presence. Airachnid wondered how that had happened so suddenly, Ratchet accepting her out of nowhere. He still wasn't very sociable with her, but the femme realized that he was like that with everyone except Optimus. Knockout was the same way with her team, except for Breakdown and Megatronus. The boredom had finally gotten to her and she decided to go for a drive. She left her quarters and headed out into the main hall where the Autobots were all gathered beneath the monitor. Airachnid saw that Ratchet was locked on to something on the planet.

"An untapped energon deposit." Arcee stated. "It's not like the 'Cons to let something like this slip under their radar."

"More than likely, the deposit _had_ shown up on their radar." Ratchet replied. "But the signal is far weaker than most of the mines they have under their control."

"Old bucket head probably doesn't want to waste his time with a stash so small." Bulkhead reasoned.

"You are correct, Bulkhead. The Nemesis requires a constant supply of energon for it to maintain its flight and due to it being airborne without rest, the distance to Earth and back using a ground bridge would require more energon than Megatron would gain. It is useless to him." Optimus explained.

"Well, if Megatron doesn't want it, what are we waitin' for?" Bulkhead asked.

"Our supply _is_ running dangerously low...and we do have another Autobot living with us now." Ratchet added.

Again, Airachnid was thrown off by the medic's new attitude of her. Now, he was referring to her as an Autobot. Still, he had a point. Airachnid was another mouth to feed at Outpost Omega One. If she was really going to stay with them, she was going to have to pull her weight. The femme stepped forward, getting curious looks from the others.

"Optimus...Sir...I wish to help retrieve this energon."

Optimus also became curious.

"May I ask why you wish to take part in this mission?"

"Well, I'm a member of Team Prime now. I have to do my part, don't I?"

Optimus knew that Airachnid's intentions were genuine, but he wondered if she understood the risks of embarking on their missions.

"You are aware of the possibility that you may run into the Decepticons."

"Yes, Sir."

"As well as Megatron's ranking subordinates...all of which are Decepticon counterparts of your allies."

Airachnid was aware of that and it _was_ a possibility.

"I know the risks, Sir, but I can't hide in here forever."

Optimus was uncertain if Airachnid would be ready to face her, in all likelihood, deceased allies as enemies, especially after her encounter with Starscream. But he recognized her desire to help and would not stand in her way. Perhaps working alongside his Autobots would bridge the distance they put between each other.

"Very well."

Airachnid smiled appreciatively.

"However, I cannot send you on this mission by yourself."

Airachnid's smile faltered slightly. Optimus knew that she suspected that he didn't trust her.

"Please understand, Airachnid. The last time one of our own went to an energon deposit by himself, he did not return."

A solemn mood came upon the base. Arcee looked away as she remembered Cliffjumper. Airachnid didn't dare ask for the details of this death in the family.

Optimus thought about who he should send with Airachnid to the deposit. He would've gone himself, but he was far too busy filling out reports for Agent Fowler. He still hadn't informed him of Airachnid's unusual arrival.

Optimus went through his options. Ratchet was not accustomed to field work and was better suited to man the ground bridge and maintain contact from the base. Bulkhead certainly was not an option. There was still fair amount of distrust held for Airachnid. Arcee had surprised Optimus by the lack of hostility towards her, but he knew that was not ready to fight side by side with her just yet. Smokescreen had already shown poor judgement in the past and was not suitable to assist Airachnid.

"Bumblebee." Optimus called for the scout.

Bumblebee, while still apprehensive, had shown some understanding of Airachnid's situation early on. He was the best choice for Airachnid as a temporary partner.

"You will accompany Airachnid to the energon deposit."

The scout was clearly caught off guard by this and he was unsure if this was a good idea. But Bumblebee had always followed orders without question.

 **"Um...Okay."**

The scout was nervous, anyone could tell as such. Still, he showed no sign of protest as Ratchet powered up the ground bridge. Airachnid looked to her companion who politely motioned the "after you" gesture, not out of distrust but out of politeness. It was only now that Airachnid realized that Bumblebee was younger than she realized. She walked on ahead while Bumblebee followed behind. She was just close enough to hear Bulkhead whisper something to the scout.

"Watch your back, 'Bee."

Airachnid sighed to herself. It was really annoying that at least one of them still didn't trust her. But no matter how much she wanted to, she still couldn't blame him.

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"Alright, now that we're out of 'Fuhrer Trunchbull's class of misery, you owe me an explanation."

It wasn't even second period and Sierra was already done with this day. Her blonde friend was really getting on her nerves with all these dumb questions.

"Why are you so stuck on this?"

"Because it doesn't make sense. Jack, I get. He was a nobody before, but then he got that motorcycle and totally smoked Vince in that race. I'll admit, that earned him some cool points."

Sierra felt the slightest bit of shame that she use to think the same way as her friend.

"And yeah...he does talk to his bike, acts like he's got a mouth full of cotton when a girl talks to him, and dresses like Kurt Cobain's emo cousin, but he still managed to pull a smoking hot biker chick somehow. Jack's got somethin', I'll give him that."

"What your point?"

"The other two, Miko and Raf, they're...well, they're freaks."

Despite not really being close to either of them yet, Sierra felt a fair amount of anger.

"They're _not_ freaks. Rafael's just really smart and Miko just likes to do her own thing."

"Translation, he's a nerd and she's...I don't know what she is. She's a weird foreign girl who doesn't know what normal means here. The point is, they're outcasts. Nobody wants to hang out with them because nobody wants to be dragged down to where they are."

"And where's that?"

The girl looked at Sierra as if she should already know the answer.

"The bottom, the lowest point of the school hierarchy, the loser's circle."

Now, Sierra was getting mad.

"You don't even know them." She replied harshly. Seriously, how was she ever friends with this girl, whose name she still couldn't remember?

"They have a science fiction club. What else is there to know?"

"So, what? Jack's a part of that too."

"And he's lucky he hasn't had his cool points revoked yet."

"This is ridiculous."

"I'm serious, Sierra. You're committing social suicide by hanging out with them. You're the captain of the cheer squad. You're _way_ too cool to be seen with people like that."

At this point, Sierra just needed to be away from this girl.

"I've got chemistry. I'll talk to you later." She said in an annoyed tone as she walked down another hall.

"Social suicide, Sierra." Her so called friend yelled. "Don't throw all your hard earned popularity away."

Sierra wanted to go back in time and slap the hell out of herself for ever being so narrow minded and dumb. It was obvious that she was in need of better company, like the Autobots, like Miko and Raf, like Jack and Airi. Thinking of them made her less angry and gave her something to look forward too. It also made hanging with her cheer squad less appealing. She just hoped that they wouldn't disgust her the way her blonde friend did when she broke the news that she was leaving...What _is_ that girl's name anyway?

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Bumblebee had been in much more uncomfortable situations in the past, but he couldn't recall any of them at the moment. The scout was _very_ uncomfortable right now, in no small part due to his company which was walking ahead of him, focusing entirely on the energon tracker she was holding. Neither had said a word to each other since going through the ground bridge and if there was one thing Bumblebee couldn't deal with, it was uncomfortable silences.

He had to admit, his kneejerk reaction to this second Airachnid was along the same lines as everyone else. Airachnid was the second worst Decepticons he had ever met, Megatron being the first after he tore out his voice box. He had gotten up close and personal with her at the Harbinger and saw firsthand what she was capable of before that when he and Cliffjumper saved Arcee from her clutches. After seeing what she had done to Tailgate and the scars it left on Arcee, Bumblebee saw her for the monster she is. Naturally, the different color scheme did very little to change his perception of her counterpart who claimed to be an Autobot. But her expressions, the way she spoke, the tone of her voice, Bumblebee might not have recognized her by her voice if he hadn't seen her first. Then, there was the day she saw Starscream. If the Airachnid he knew had any emotions whatsoever, she would've never let anyone see them like that, most certainly not the Autobots. The day June came to base, Bumblebee saw it again, the hurt, the sadness. Everything Jack said to them when they were being stubborn was one hundred percent true. This Airachnid was different, she was an Autobot. It was because of this that Bumblebee was a little more willing to accept her than Bulkhead and Smokescreen. Maybe that's why Optimus chose him to accompany her on this mission. Bumblebee understood her situation, but he still didn't know how to act around her. She was a good guy, for sure, but this still an awkward situation for them to be in.

They continued walking through the forest, located somewhere in the Pacific Northwest, searching for the energon deposit. Conversation was non-existent and Bumblebee was only growing more uncomfortable.

 **"So..."** He nervously said with nothing to follow.

Airachnid stopped and looked back at him, waiting for him to finish. Bumblebee had nothing and just stood there, looking a fool. Airachnid merely proceeded forward. Bumblebee felt like an idiot. This was almost as bad as when he first met Arcee...who he had a slight crush on back then. They eventually came to a cave where the signal was coming from. The scanner showed that the raw energon would be much deeper inside.

As they explored the cave, Bumblebee tried his hand again at conversation, this time with something to talk about.

 **"So..."** Yes, he actually started this conversation the same way as before. **"What's Raf like...in your world?"**

Airachnid stopped again, but she didn't look back this time. The silence was uncomfortable but bearable for her. What she didn't want was to talk about her human family to the scout and possibly let it slip that they were gone.

"He's the same. He just like your Rafael, scout." She answered plainly, hoping to discourage further conversation.

 **"Still loves cars and video games, I'll bet...So, Soundwave is his guardian?"**

Now he was asking about her Autobots...and his Decepticon enemies.

"Yes." She answers a little more sternly.

 **"Oh...okay."**

Bumblebee took the hint that Airachnid didn't want to talk, so he decided to shut up. But after a few more moments of silence, he had two questions that he felt the need to ask.

 **"Are they close? Is Soundwave taking care of him?"**

Airachnid couldn't take it. These questions were hitting way too close to home.

"Can we not, please?" She snapped back, harsher than before.

Bumblebee jumped by the slight rise in her voice and very quickly shut his mouth. He didn't know what is was that made her snap at him like that, but he wasn't about to ask what her problem was. The scout's posture shrank as Airachnid turned back around to keep on searching and the silence continued. She felt bad, however, for snapping at Bumblebee. After all, he was just trying to be nice.

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"What?! You can't be serious?!"

"You're joking, Sierra?"

"If you are, it's not funny."

Sierra stood before her fellow cheerleaders which was starting to feel like an inquisition. This was supposed to be their lunch period. She released a sigh before repeating what she had just told them.

"I'm not joking, guys. I'm stepping down as cheer captain and leaving the squad."

"She's gone insane." One cheerleader said.

"Why, Sierra? Why the heck are you leaving the squad?" Her blonde friend asked who was beginning to feel less and less like her friend.

"Because I have to. My Dad wants me to intern at his office after school so I could look better for a college application. That was one of the conditions of the car."

"Sierra, you can't just bail on us like this." Another said.

"I'm not bailing."

"Kinda' feels like you are." Another replied.

"Look guys, I know this sucks. But my father doesn't think this as important as getting into a good college."

"Couldn't you have just said no?" Non-descript blonde friend asked.

"What?"

Sierra was genuinely bewildered. Sure, the story was a lie, but did they really expect her to refuse her father so she can keep cheerleading?

"Yeah, I could've and Dad would've demanded it and taken back the car. I'm sorry, but I don't have a choice."

"I guess a new car was more important, huh?"

"Don't be that way."

"Well, what am I supposed to think?"

"That you're my friend?"

" _Friends_ stick together. _Friends_ don't turn their back on each other. And _friends_ listen when one of them is trying to help the other not destroy their reputation."

And now they were back to that.

"C'mon, really? Are you still griping about that?"

"What are you guys talking about?" One cheerleader.

"Tell them, Sierra."

"What, that I waved at Miko and Raf this morning?"

"And tried to sit with them in the cafeteria before I stopped you."

"Why would you want to sit with _them_ , Sierra?" One of the cheerleaders asked.

"Because...Because they're my friends, that's why?!" She unintentionally shouted.

Her former squad looked at her in confusion.

"Since when?" One asked.

"Since last Saturday when I hung out with them and Jack."

They all looked at Sierra as if she had betrayed every single one of them. Her blonde friend stepped forward.

"I asked you if you wanted to go to the Circuit to watch Vince race and you said no."

"You really think I wanted to spend my Saturday with Vince? You know I can't stand him."

"But you would rather hang out with the freak squad than me and work in some office with your dad than back up your team? Who are you, Sierra?"

Sierra just gave up.

"I'm starving and I'm tired of this conversation. I'm gonna go."

"To hang out with the losers?"

"To eat my lunch before next period, which is in ten minutes. Thanks, by the way."

Sierra turned to leave but they weren't finished with her yet.

"If you leave now, Sierra, we're not friends anymore."

By now, Sierra realized how shallow her friends really were and was not hurt in the slightest by their ultimatum.

"If that's all it takes, we never were."

"We'll tell everyone how you ditched us for them. You won't be the most popular girl in school anymore. You'll be a nobody."

Sierra stopped at the door, but not to reconsider.

"You know what? I really don't care."

With that, Sierra was gone, leaving behind several people she didn't need in her life. Now she had room for people who would actually care about her, people who wouldn't judge her or anyone else for that matter, Jack and Airi most of all.

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Deeper into the cave, Airachnid was getting a stronger signal. They were close to the energon deposit and still no sign of Decepticons. She was thankful for that. No Decepticons meant not running into...them.

"It shouldn't be much further, Scout. We're getting closer."

Those were the first words Airachnid spoke to Bumblebee at will.

 **"Okay."**

Airachnid heard the distance in his voice. Whenever she looked behind her to make sure he was still there, he made it a point to avoid optic contact. He was keeping his distance...because of earlier. Airachnid still felt bad about that. It wasn't his fault. He didn't know that talking about home was painful for her, no one did. But she just wanted to stop the conversation before it began. Perhaps she could've been nicer about it. Airachnid wanted to apologize, but she feared it would open the door to more questions. For now, she was just going to have to ignore the silent scout and figure out a way to apologize later. She just hoped it didn't taint his attitude towards her. After all, he wasn't like Bulkhead or Smokescreen, who still didn't trust her.

Finally, they found what they were looking for. The cave walls stood apart by a great distance and the ceiling was higher for even a Cybertronian to reach. The walls were not rich with energon crystals, but the several natural pillars that held the cave up were protruding with them in large quantities. The deposit, still smaller than the average Decepticon mine, was bigger than they had thought. It was so deep in the cave that it only allowed a faint signal to reach the surface.

"Well, this should keep us stocked for a while. Let's call it in. We'll need help moving all of it."

Bumblebee didn't respond. When she looked back, he was examining a Cybertronian hover trolley and some tools.

"A trolley, here?"

She walked over and examined the trolley with him. Bumblebee stepped back as she got close. He then pointed to one of the pillars and Airachnid saw that it had been nearly stripped clean.

"Someone's been here." She said.

Bumblebee nodded in response.

"This might be a Decepticon mine after all."

She quickly tried reaching the base, but was met with static.

"Scrap, we're too deep. I suppose we're gonna have to bring this to the surface. At least we have these trolleys. C'mon, let's get to work."

Bumblebee nodded and began right away. He grabbed one trolley and began chipping away at the pillar farthest from where Airachnid was standing.

The two spent about twenty minutes gathering energon. The plan was to move some out of the cave where they would call the rest of the Autobots for help. They couldn't move too much at a time and risk it getting picked up by the 'Cons. Airachnid was not going to take any chances. They worked in silence. This time, however, Airachnid was the one feeling uncomfortable. Bumblebee was avoiding her, which was obvious. It wasn't out spite or hurt feelings. If the two got too close to each other, the scout would practically trip over himself to keep his distance. He was walking on eggshells, a human phrase, as to not agitate her again.

Airachnid had moved from the pillar she was working on to one closer to Bumblebee. He shifted uneasily as she began chipping away at the crystals. She tried to think of something to say to break the ice, but she was coming up short. From her peripheral, she could see Bumblebee eyeing another pillar, ready to move.

"Rafael is the same as yours. He's good kid with a big heart."

Bumblebee stopped working and looked up at Airachnid.

"And Soundwave...he'd die before he'd let anything happen to him."

That wasn't easy to say because Soundwave did die to protect Raf...and it was in vain. Bumblebee began working again, still quiet for a few more moments.

 **"I'm sorry if I was annoying you. Ratchet says I talk too much, and Arcee...and Bulk...sometimes Optimus."**

He was embarrassed. The scout was so young and still very sparkling-like, barely a mech. He was perfect for Rafael.

"He's shy too, doesn't really speak to anyone. There's a lot of us aboard the Ark and Raf sometimes feels intimidated when he stands among us."

 **"That sounds like Raf. With all his brothers and sisters, he has a hard time being heard."**

"But _you_ hear him, don't you?"

Bumblebee's ever expressive optics turned to Airachnid that made her feel like she should've already known the answer.

 **"Of course, I do. He listens to me back. He's my buddy, my...my little brother."**

There was a smile on his face, even if Airachnid couldn't see it. She couldn't imagine this young mech being a Decepticon in her own world if she tried. But he still looked so familiar.

 **"What..."**

Bumblebee looked afraid to ask Airachnid whatever he wanted to ask.

 **"What am I like in your world?"** He asked in the tone of a curious sparkling.

Airachnid didn't answer at first, trying to focus on his features and figure out where she had seen him among Lord Optimus' army.

"I don't really know."

Bumblebee's optics expressed confusion.

"It's strange. You look familiar to me, but I don't know where in my world I might've seen you. You weren't one of Optimus' ranking officers, of that I'm certain."

 **"So...So I never hurt Raf?"** He hopefully asked.

Airachnid knew what Bumblebee was feeling, what he was afraid of. She was more than happy to ease his worry.

"No, Rafael never met you in my world."

 **"Oh, thank Primus."** Bumblebee responded in relief. **"After hearing what Arcee did to Jack and Bulkhead trying to crush Miko, I was afraid you might tell me that I tried to kill Raf."**

The scout seemed to loosen up upon hearing that. But then he looked deep in thought once more. Airachnid could tell that he still wished for an answer to his earlier question, the one that she cut off.

"Soundwave takes very good care of Rafael back home."

That wasn't a lie, was it? Rafael and Soundwave were gone, but Airachnid liked to believe that they were reunited in the Well of the Allspark or Heaven or wherever. Soundwave would search through both realms until he found his little friend.

 **"So...they** _ **are**_ **close."**

Airachnid couldn't tell if Bumblebee wanted to hear that they were or weren't.

 **"I mean...protecting Rafael is one thing...but he used to be really lonely before we met. Raf doesn't just need someone to watch over him, he needs someone to talk to."**

Despite the bitter sweetness of the past, a genuine smile formed on Airachnid's face. Soundwave was perfect for Raf in that aspect.

"Before I joined the Autobots, when the war first began, something terrible happened. The only ones who know of it are Megatronus, Soundwave, and Knockout. None of them had ever spoken of the incident or who from the other side was involved, only that Soundwave was so overcome with shame by the event that he took a vow of silence. I've never heard him speak with his true voice. He only communicates through sound clips and recordings."

 **"Yeah, 'Con Soundwave does that too. It's kinda' creepy."**

"Rafael is the only one Soundwave will talk to, the only human who has ever heard his voice. And they talk for hours. It's always in private, mostly because Rafael shares with him many secrets as I'm sure he does with you."

Bumblebee nodded in agreement.

"Soundwave cares for Rafael deeply, as much as you do from what I can tell. You needn't worry Bumblebee, he's in good hands."

Airachnid still felt that it was true enough. Wherever they were now, Soundwave was still protecting Rafael. She looked on at Bumblebee, hoping he didn't feel indifferent to what she had just told him.

 **"Good, I'm glad."**

Airachnid tilted her head in confusion.

 **"I just needed to make sure he wasn't lonely. Now I know he has someone who's there for him. Still can't believe Soundwave is the one who's looking after my buddy."**

Through his beeps, Airachnid heard a chuckle.

 **"Thanks, Airachnid. I'm glad your Raf is alright."**

Airachnid couldn't help it. She tried, but she couldn't stop her smile from disappearing and forming another sad expression that these Autobots had come to recognize. Bumblebee saw it right away and worried that he had said the wrong thing again. Before he could try and cheer her up, they both heard the sounds of approaching pedes.

 **"Someone's coming."**

Airachnid could see a pair of large shadows approaching from down the cave. It couldn't have been the Autobots. That meant it was...

 **"C'mon."**

Bumblebee grabbed Airachnid by the arm and led her down the other path of the cave. They hid behind the wall and waited for whoever was coming to arrive. It could only have been the Decepticons. The Autobots would have been calling for them through the cave. Bumblebee then remembered what this meant to Airachnid and looked over to his partner. Just as he thought, she looked scared.

 **"Hey."**

Airachnid turned to Bumblebee, showing the fear of her face. Bumblebee grew more worried for her.

 **"Listen, if it's...one of them, I'll draw their attention."**

"What?"

 **"I'll get them to focus on me while you climb along the ceiling and get away."**

Even after their pleasant conversation, it surprised Airachnid that Bumblebee would do this for her. However...

"No, Bumblebee. I can't leave you down here alone."

 **"Look, I know you don't want to fight your...'** _ **friends**_ **'. I'll buy enough time for you to reach the surface and call a bridge. Once you're far enough away, I'll follow behind you."**

"If I go back to base without you, the others will think I left you behind."

 **"Listen to me, the 'Cons hate bad Airachnid as much as they hate us and if they get their servos on you, they'll take you prisoner and do Primus knows what...Jack and Sierra won't forgive me if I let that happen."**

The thought of her two human friends made Airachnid realize that Bumblebee was absolutely right. If it was one of her old teammates, should wouldn't be able to fight them. They would take full advantage of that and either capture or kill her. Losing Jack and Sierra was painful and she didn't want either of them to feel that same pain for her. Airachnid nervously looked at Bumblebee and nodded reluctantly, praying that Raf would not lose someone dear to him as well.

The two Decepticons finally entered the area and much to Airachnid's relief, they were two Vehicons. The femme sighed. But there could still be more up top, so the two waited.

"Yep, we've got energon." One of them said as he examined the pillars. "Bigger than Megatron thought it'd be."

"Still smaller than what we usually work with." The other replied. "Why are we wasting our time with such a small deposit?"

The other Vehicon didn't answer, focusing instead on the two trolleys filled with crystals.

"Looks like someone was scavenging around this cave." He examined the stripped pillars. "They must've been taking bits and pieces at a time."

"Ya'think it's Starscream like Megatron suspects?"

"Ol' Screamer hid plenty of deposit locations from Lord Megatron. This is probably how he's been getting by without access to our mines. Alright, let's call it in. No sense in letting energon go to waste."

Airachnid looked at Bumblebee who nodded back at her. Before they made their move, Bumblebee shifted his blasters, shook his head, and then shifted them back. Airachnid understood, no blasters. In response, she shifted her claws out. The two Vehicons walked over to the pillars they were working on. Once they got close, both Autobots went on the attack. The Vehicons didn't stand a chance.

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School was over and Sierra was happy to leave. After her little confrontation with her cheer squad, the fallout was almost immediate. Everywhere she went, people were glancing at her, pointing and whispering, some laughing to each other. She tried to ignore them, to not care, but she couldn't help but feel insecure about being ridiculed behind her back. Is this what it's like for Jack, Miko, and Raf? She collected a few textbooks from her locker and caught sight of a few of the more haughty girls in school giving her some distasteful looks. Sierra bit her tongue and looked away. She walked right past them without saying a word.

"Enjoy the bottom tier, loser."

Sierra stopped for just a second and kept on walking. It was official, she was an outcast now. As she walked towards the exit, eager to see Airi waiting for her, she saw that there was a commotion going on outside.

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Jack was thrown flat on his back, the wind knocked out of him from the impact. When he sat up, Vince stood over him with the same look Megatron would give Optimus. He was clearly mad about something.

"Get up, Darby!"

The anger in his voice was clear. Jack stood up and dusted himself off as Raf tried to keep Miko from stepping in.

"What's your problem this time, Vince?"

"You're a loser, Darby, we all know that."

"Okay, so?"

"But now you're draggin' others down with you to your freak parade."

"What the heck are talkin' about, Vince?!" Miko yelled from the side.

"I'm talkin' about Sierra leavin' the cheer squad."

"She did what?!" Raf and Miko yelled in unison.

"She's been branded a loser now, just like you and it's your fault!"

"How's that my fault?"

"Because you've been pulling all sorts of stunts to try and move up the ladder all year. Buyin' that ugly motorcycle, challenging me to a race..."

"And beating you!" Miko yelled.

"And _you_ challenged _him_!" Raf added.

"You tricked Sierra into thinking you're worth her time and now she's hanging out with you three."

"How does he know that?" Raf asked Miko.

"Her friend told everyone how she waved at you three and tried to sit with you at lunch." Vince answered.

"You mean that blonde girl whose name I can never remember." Miko asked.

"Because of you, Sierra's fallen in with your loser cult. If you had just stayed in your lane, she wouldn't be the laughing stock of the whole school."

"Vince, I had nothing to do with that."

"Yeah, back off jerk!" Miko yelled again.

"You shut up, freak show! I can't hit you or the mini nerd." Vince turned back to Jack. "So I'm just gonna have to make up for it on you."

Vince grabbed Jack by the collar of his shirts. Jack's complete lack of intimidation, even in the face of a beating, only angered him even more.

"It's about time someone put you back in your place."

"Put him down, Vince!"

Vince looked behind and saw a very angry red head coming his way. He let Jack down just in time to feel an open palm say hello to his face. The slap could've been heard all the way back to base. Even Sierra had to shake away the stinging pain in her hand. Vince looked back at her with a fresh, red cheek and fury in his eyes. Sierra couldn't give a crap.

"You are the biggest ass I've even seen, Vince, bar none!"

"And you're the biggest idiot I've ever seen!"

"This coming from someone who's failing Basic English? That's the pot dissing the kettle."

"What are you thinking, anyway, hanging with this freaks how?"

"I'm thinking I'm tired of hanging out with you and the other two-faced jerks week after week! I'm thinking that I'm tired of listening to the cheer squad talk bad about other people, I'm thinking I'm tired of pretending to be better than everyone else, and I know that I'm _so_ tired of you with your ugly ass car trying to show off every time I see you! I'd rather be called a loser for the rest of my life than have to deal with any of that for one more day. So all of you can just sit in a circle and talk about how much of a loser I am all you want, just leave me and my friends alone!"

Sierra stood tall against the flabbergasted Vince. Jack, Miko, and Raf couldn't believe what they were seeing. Sierra, once the most popular girl in school, was sticking up... _for them_. Vince looked back at Sierra with pure disgust.

"Whatever. Have been bein' a nobody, Sierra."

With that, he walked away. Sierra didn't know where all that came from, but she meant every word of it, including calling the three of them friends. Said friends walked over to her with varying looks of surprise...and admiration.

"Wow, Sierra." Miko said. "I didn't know you had it in you."

"Oh, well I just..."

"You didn't have to do that, Sierra." Jack said.

"...Yes, I did. I should've done that a long time ago...And _God_ , it felt so good."

"Well...thanks for havin' our backs." Miko said. "Guess I was wrong about you. You're one of the rebels now."

Miko roughly, yet playfully, pulled Sierra closer with her arm around her neck.

"Guys, our rides are here." Raf said.

Except, it was only Bulkhead and Arcee.

The confused quartet walked over to the two Autobot alts. Raf and Miko went over to Bulkhead while Sierra and Jack went to Arcee.

"What's goin' on, 'Cee?" Jack asked.

"Airachnid and Bumblebee are on a mission." She replied.

"What?" Jack said with concern.

"Don't worry, Jack. It's just energon scouting."

"Well...okay."

Jack was still unsure about Airachnid being out there and possibly dealing with more Decepticons.

"Hop on, Sierra." Arcee said as Jack handed her a spare helmet from her subspace.

Sierra's heart thumped in her chest. She was going to ride to base with Jack? That meant holding on to him. Sierra just knew how red her face was. Thankfully, Jack didn't seem to notice. They both mounted Arcee and Sierra wrapped her arms around Jack's waist and pulled herself closer to him.

"You alright, Sierra?" Arcee asked.

"Um, I'm fine." She answered quickly.

" _Okay._ " Arcee answered back with a voice that sounded like she knew more than she let on. "Hang on, you two."

Arcee pulled away from the school and headed to base. Jack had told her in chemistry that he had been given the day off at K.O. Burger. That meant she could spend more time with him. Sierra's crappy day had just made a complete turnaround. She would go through what she had every day for the rest of the school year if they all ended like this.

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The two Vehicons were easy, even without the use of the femme and scout's ranged weapons. Airachnid looked at Bumblebee, still standing over his defeated foe, impressed with his fighting skill. The scout may be young, but he was no novice. He seemed to make use of the human style of fighting known as "boxing", which relied solely on the use of one's hands. It was fitting for the young Autobot, nothing fancy like her own acrobatic style of fighting, but far more sophisticated than the smash and grab brawling that Breakdown and Bulkhead were known for. Airachnid found herself staring at Bumblebee is puzzlement. During their battle against the Vehicons, when Airachnid first caught glimpse of Bumblebee doing his thing, she mentally caught sight of someone familiar. She couldn't place a name or face on this mech, but seeing Bumblebee fight definitely brought forth memories of someone from her past. But was he an Autobot or Decepticon?

"What is taking so long?! My hive awaits my return!" An angry voiced growled from the corridor.

Airachnid and Bumblebee gave the approaching Decepticon their full attention and awaited his arrival in preparation for a fight. He came into their view and Airachnid was shocked at who, or rather what, he was. She had never seen him before, but she recognized some of his parts as that of the extinct Insecticons. Airachnid remembered that Starscream mentioned her darker half having one on her side. She wondered who controlled this one, or if he was in control of himself. Considering he was able to take on a bipedal form, she figured on the latter. He was big, bigger than they were, and he looked more vicious than any Decepticon Airachnid had ever seen.

"Autobots!" The Insecticon yelled.

 **"Scrap, its Hardshell."** Bumblebee said.

"Hardshell?"

 **"You don't know him?"**

"No, the Insecticons are all gone in my world."

Hardshell readied his claws as he eyed both Airachnid and Bumblebee...then he stopped once he got a better look at the former. Airachnid had her claws and leg blades armed, but grew nervous as Hardshell stared at her intensely.

"What's he doing?" She asked Bumblebee nervously.

 **"Uh...I don't..."**

Bumblebee was just as confused. The Insecticons were never this hesitant about anything, especially when it came to attacking Autobots. Then something clicked in the scout's head.

 **"Wait. Airachnid, the other Airachnid, she could control them."**

Airachnid turned her attention to Bumblebee.

"What?"

 **"Can** _ **you**_ **control him? Are you able to get inside his head?"**

Airachnid looked back at Hardshell.

"No...I can't control that thing." She replied as if it was obvious.

Hardshell looked on for a bit longer, then he began to flex his claws as if he was ready to strike.

"You are _not_ our Queen."

Airachnid was shocked even further. Her counterpart was Queen to these creatures?

"Where is she, where is Queen Airachnid?!"

Hardshell let out an energon curdling howl/screech and charged at the Autobot spider. Caught completely off guard by the Hardshell's sudden rage, Airachnid was unable to move out of his way in time. Bumblebee pushed her out of his path and was instead caught in his tackle which rammed him into a pillar of energon.

"Bumblebee!" Airachnid shouted.

Hardshell focused back on Airachnid, moving his mandibles intimidatingly. Bumblebee was out cold and Airachnid was sure she couldn't take him on by herself, especially without her blasters. Hardshell charged at her again. She quickly took her spider form and managed to leap over the Insecticon and land behind him, right at Bumblebee's side. Thinking quickly, she fired several lines of webbing at Hardshell. She encased him as much as she could until Hardshell was forced onto one knee, giving her a chance to grab Bumblebee and run for the surface.

"C'mon, Scout. We have to go." She said as she took her bipedal form and picked up Bumblebee.

Airachnid knew that her webbing wouldn't hold Hardshell for very long and getting to the surface was her only shot. She would be able to call the Autobots for back up, hopefully before Hardshell called for the same. She hoped that wouldn't happen. It was luck that the Decepticons sent someone she didn't know.

Airachnid tried to run as fast as she could while carrying Bumblebee and she could see the opening approaching in front of her. But as she got closer, she heard a rapid buzzing sound and was snatched away from Bumblebee. She was carried outside where she saw what looked like a Cybertronian beetle holding her in the air. Hardshell dropped her to the ground. He transformed and landed a few feet in front of her.

"How dare you take the appearance of our Queen, Autobot?"

Airachnid took her spider form again and readied her blasters, hissing in response. Hardshell charged again, firing at her from his two insect legs coming from his sides. Airachnid leapt backwards and returned fire from her palm blasters. Hardshell didn't bother dodging, shrugging off the blasts with little to no affect. The Insecticon was appropriately named, Airachnid realized. Airachnid took her alt form and drove straight into Hardshell, but the much larger Insecticon was merely pushed back a single foot before stopping her in her tire tracks. Airachnid transformed back and her drove leg blades into his shoulders. He howled in pain, but also in greater anger and responded with his claws into her sides.

"Ayungh!" Airachnid cried.

Hardshell brought his face closer to Airachnid's, moving his mandibles once again. It looked like he intended to gnaw her face off. Airachnid would have none of it. She spit her venom in his face, causing him to howl again and throw her back to the cave entrance. With his strength far superior to hers, Airachnid knew she was going to have to fight dirty, something she was never afraid to do. Again, she took her spider form and began drilling her way underground. Hardshell managed to wipe his face clean of the acidic venom that managed to eat away at the right half of his optical visor. When his remaining sight, he saw only a fresh dug hole from where Airachnid was standing. Then, he heard the growing sound of a drill. Airachnid broke through the ground behind him, leaping into the air. Using her webbing, she was able to take hold of his back and pull herself on top of him, a maneuver her Jack often referred to as "Spider-Manning". Hardshell attempted to shake her off, but Airachnid dug her legs in deep to keep herself steady. She licked at her claws, coating them in her venom, and attempted to cut the energon line of his neck. But Hardshell was able to throw off her balance enough to cause her to only burn/cut his face. With her still on top of him, Hardshell took his beetle form and rammed into the cliff side of the cave. After ramming into it a second time, Airachnid lost her hold and fell to the ground hard. She recovered slowly, disoriented from all three impacts. Hardshell was still hovering over her when he shifted his horn into a blaster. Airachnid was barely on her pedes before getting blown into the cliff wall from his powerful ranged weapons. Another hit would most certainly damage her beyond repair and Hardshell was powering up another blast. Thankfully, several smaller blasts pulled his attention away from Airachnid. Both she and the Insecticon turned to see Bumblebee back on his pedes at the cave's entrance, blasting away.

Hardshell went after the scout, believing Airachnid was too weak to fight. Bumblebee's blasters were doing little against Hardshell's...well, hard shell. All it took was one blast to knock him on his back. Hardshell was about to take his second, and final, shot at Bumblebee, but took two blast to his wings from seemingly above him. Bumblebee looked up and saw Airachnid in her spider form clung to the cliff side with her palm blasters still smoking. She looked on at Bumblebee with worry until the scout managed to stand up. Airachnid gave him a relieved smile.

Hardshell, meanwhile, crashed into the ground with his wings destroyed. They weren't as durable as his body, it turned out. Taking his bipedal form, he stood up to see Airachnid standing by Bumblebee's side. Both of them took their fighting stances. Hardshell ran for the two and they in turn ran for him. Airachnid stopped and fired more webbing at Hardshell, encasing him and making him unable to fight back. Again, she wasn't afraid to fight dirty. Bumblebee didn't seem to have any qualms with it either as he began slugging Hardshell as hard as he could. As much force as he put into his punches, they were still focused and well-coordinated, much like another mech Airachnid had seen fight before. But she still couldn't figure out who Bumblebee reminded her of. Hardshell broke free of her webbing and swiped right at Bumblebee's chassis, knocking him to the ground. Airachnid stole his attention to blasting him in the face repeatedly as she ran towards him. She jumped into the air and attempted to claw him on her descent, but Hardshell caught her arm and threw her to the ground. But her real goal was to get a clean shot at his neck cables. Two bladed legs pierced both sides, causing him to let her arm go. Bumblebee then ran into him, getting him off of her. The scout went back on the attack against the now weakened Insecticon.

With his energon leaking away, Hardshell was moving slower than before, which Bumblebee took full advantage of. Bobbing and weaving against Hardshell's sluggish attacks, Bumblebee was able to land punch after punch in quick succession. Airachnid stood by, ready to aid the scout should he need it. She studied his fighting closely, trying to piece together who she was reminded of. Hardshell swiped his claw at Bumblebee, but he avoided his attack and took hold of his claw with his opposite servo, striking at his elbow joint then his face with his other. With that same arm, he elbowed Hardshell in the faced, then back fisted him to the ground. Hardshell was too slow to recover. Bumblebee slugged his face three times with good force in each of his punches. Bumblebee backed away a few steps to let Hardshell stumble to his pedes. Before he could fully stand up, Bumblebee ran back to him to uppercut him in the jaw and knock him back down. The scout grabbed him by the helm and brought his fist back behind his shoulder. With one last hard punch, Bumblebee socked the remaining function out of his optical visor and knocked the fiercest of the Insecticon hive out cold. He stood over Hardshell, his face now weakened from all the punching. Knowing that he would return to Megatron with information about Airachnid, Bumblebee shifted his blaster and began shooting him in the face until he was certain he was offlined. This was not how the scout liked to do things, but it was for Airachnid's sake. Bumblebee shifted his servo back and looked at Airachnid. The femme was frozen where she stood, shock all over her face. Beneath it, a trace of fear. Bumblebee worried he might've acted too brutally for her taste and began nervously looking back and forth between her and the now deceased Hardshell. Maybe executing him was not the proper thing to do.

The moment that last punch connected, Airachnid realized who Bumblebee reminded her of...who he was. She was wrong, Bumblebee _was_ a ranking officer in Lord Optimus' army, and he _did_ hurt Rafael. In fact, he killed Rafael. Goldbug, Optimus' vicious enforcer, that's who he was in her own world. Goldbug was Optimus' right hand mech, his attack dog against those he needed out of his way but didn't care to get rid of himself. He was a ruthless fighter, yet efficient at the same time. Vicious yet focused, brutal but coordinated. Fighting was a science to him. He was an even more efficient killer, taking down some of the Autobot's finest warriors back on Cybertron. Anyone who was able to take out both Blitzwing and Skyquake was not to be taken lightly. Megatronus gave her and the other Autobots specific orders when dealing with the Decepticon who never spoke. Unless you were him or Soundwave and you ever cross paths with Goldbug, run. Don't try to fight him because you will lose and you will die. It was sound advice. No one else could stand a chance against him. Airachnid couldn't believe that this young, kind sparked and very innocent mech was the counterpart of the same Decepticon that killed Soundwave and Rafael.

 **"Are..."**

Airachnid snapped out of it.

 **"Are you okay?"**

The fact that he talked, the expression of his face, the kindness he showed her, it was the exact opposite of Goldbug. The others merely had different paint jobs or minor changes to their frames, but Bumblebee looked very different from his counterpart. And while his fighting style was reminiscent of Goldbug's, it wasn't as skilled and not nearly as brutal. With all that, Airachnid was able to separate him from the Decepticon he was in her world. She was happy for that. After today's event, she was beginning to see Bumblebee as a friend.

"Let's call it in, 'Bee." She said to the scout.

Bumblebee beeped in agreement and contacted Ratchet for a ground bridge. Airachnid, meanwhile, headed back to the cave to retrieve one of the trolleys she and Bumblebee had filled. Before she left, she looked back at her companion.

"Thanks for having my back."

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Airachnid and Bumblebee entered the base, each pushing a trolley of energon crystals. Optimus had relieved them of the task of mining the rest, feeling that they had earned some reprieve after their battle with Hardshell. Airachnid looked over to the human area and saw Jack and Sierra standing next to each other.

"Oh, Primus." She said quickly as she rushed over to her charge. "Sierra, I'm so sorry. I was on a mission."

"It's alright, Airi. Jack and Arcee gave me a lift."

Airachnid was surprised for a moment.

" _Oh, really_?" She said as she glanced at Jack, a knowing smile on her face.

"What?" Jack asked.

" _Nothing, Jack_." She said, still with a slight smile.

"How'd the mission go?" Raf walked over and asked Bumblebee. It didn't seem like he was uncomfortable around Airachnid anymore, much to her delight.

"Yeah, what happened? You guys took longer than we thought." Sierra added.

Airachnid sighed.

"I'll tell about it later, Red. But first, I need to take an energon shower to unwind a bit. After that, what do say we go for a drive?"

Sierra perked up visibly, which made Airachnid happy.

"Sure, that'd be great."

"Jack, would you care to join us?" Airachnid asked the teen.

Jack thought for a moment, knowing that Airi had probably wanted to spend some time with him for a while now. But he figured that this was Sierra's time to spend with her.

"No thanks, Airi. Maybe some other time."

Airachnid was a little disappointed but she understood what Jack was doing.

"Alright then. I won't be long, Red."

"No rush, Airi."

Airachnid went down the corridor and out of view. Miko turned her attention to Bumblebee.

"So? What was it like working with Bizarro Spider-Con?" She asked just after Arcee and Bulkhead entered the base with more energon crystals.

 **"C'mon, Miko. She's not a 'Con."**

"Still, you made sure to watch your back around her, right?" Bulkhead asked.

 **"Actually..."** Bumblebee said as he turned to Bulkhead. **"I didn't have to.** **She** **watched** _ **my**_ **back while we were out there."**

The came as a surprise to the Autobots.

"C'mon, 'Bee. Be serious." Bulkhead replied.

 **"I** _ **am**_ **serious, Bulk. Jack's right, she's one of us. She's an Autobot, inside and out."**

Sierra was confused as the conversation going on in front of her and went to ask Jack about it. But he was no longer standing next to her.

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Airachnid was just outside of the wash quarters, ready to take an energon shower. She needed one after the day she had. She was glad though, that she went on that mission. At least now, she had someone else who wasn't against her staying with the Autobots.

"Airi?"

Airachnid looked behind and saw Jack standing there.

"Jack?" She said in surprise. "Don't you know it's rude to follow a lady into the showers, unless you wanted to join me?"

In true Jackson Darby fashion, he turned a red as Sierra's hair and looked away.

"Wh-what?" He stammered.

Airachnid could never resist teasing him.

"Oh, come now, Jack. You're a young man. There's nothing wrong with being just a little curious about the female form."

Jack's big blue eyes went wide and he tried so hard to hide his face. Airachnid struggled not to laugh, covering her mouth with her servos.

"You're still so adorable when you're embarrassed."

Jack was still embarrassed by this whole conversation.

"I take it you like to torment your Jack the same way, don't you?"

"Only because you both make so easy. So...is that a yes or a no?"

"On what?"

"Taking a shower with me."

"Okay, we're done here!"

Airachnid couldn't keep it in and started laughing. Jack felt like crawling under a rock for the rest of his life. Then, he began smiling as Airachnid calmed herself down. This was the first time he'd seen or heard her laugh like this.

"I'm only having fun, Jackson."

"Yeah, I can see that...It's better to see you this way than sad and hiding from the others."

Airachnid's expression changed, but not to an unpleasant one. He really was the same Jack as her own.

"Listen, I just came here to make sure you were alright."

Airachnid looked curious.

"I mean...you didn't run into any 'old friends' again, did you?"

Airachnid smiled warmly at Jack. It made her happy that he cared enough to worry about her this way.

"Just some Insecticon named Hardshell, whom I've never met before."

"Oh, okay. That's good...I was worried."

"Jack..."

"After last time, I just...I don't ever wanna' see you like that again."

Airachnid's held back a gasp and she wanted nothing more than to just scoop Jack up in her servos and never let him go.

"Thank you, Jack, for caring about me."

"You're welcome, Airi."

Jack turned around and began walking back to the others. Airachnid had said this once before, but she felt he needed to hear it again, if only to know how much all this meant to her.

" _I love you, Jack_."

Jack stopped as he did before, but not as suddenly as last time.

"I love you too, Airi." He said as he looked over his shoulder.

If Airachnid had any breath, those five words would've taken it away. He said it back to her...and he meant it. Once he was out of view, Airachnid leaned against the wall with a smile of pure happiness on her face.

"Thank you...thank you for giving him back to me." She said to no one. "I won't let him go this time. I won't let any of them go. I'll hold on to them as tight as I can. I promise."

Airachnid was crying, even though she couldn't. Her tearless cry was out of happiness, though. She continued to silently thank Primus for giving her a second chance with her family. Even though they weren't all there, she was happy with those she still had. And just as she had promised, she was not going to lose them a second time.

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After her shower, Airachnid went back to the main hall to take Sierra for a drive. As she did, she heard Bumblebee retelling the battle that they had both fought against Hardshell.

 **"Hardshell was about to take me out. He was hovering over me in his beast mode with his blaster armed. Then, two blasts came at him from behind and shot off both his wings. I look around him and there's Airachnid, clung to the wall with her blasters still smoking."**

Airachnid was amused at how the scout enthusiastically revisited the fight. It was near impossible for her to see Goldbug anywhere in the young Autobot. She wondered if the Decepticon's blood hound was ever this way in his youth and what could have happened to him that made him so sparkless and brutal. She wondered if Bumblebee would ever go down that same path with the Autobots. She hoped not. Bumblebee may be a soldier, but he still held that youthful innocence that Rafael clearly shared with him. It would be a shame if he lost it to war, a tragedy if it was lost violently. Airachnid shook her helm. There was no need to think about things like that now.

Rafael was listening closely to his guardian, very much into the story. He looked away for a moment and noticed Airachnid looking at him. Shyness crept on his face, which made Airachnid smile. The femme winked at him which caused him to blush and focus back on Bumblebee.

'If he gets any cuter, I'm going to have to steal him away and keep him all to myself.' She thought in amusement.

"Sierra, ready to roll?"

Sierra was all too happy to oblige.

"Let do it, Airi."

Sierra hoisted over the rails and landed on a stacked crates just under the human area. She jumped down to the ground floor where Airachnid transformed and opened the door for her.

"Thanks, Airi."

"No problem, Red."

Airachnid drove off through the tunnel, leaving Bumblebee to finish summarizing what he felt was an epic battle. Jack watched as they left, happy for both Airi and Sierra. Airachnid for having a partner to keep her company and from feeling lonely, and Sierra for getting along well with his extended family. He looked over to Optimus, who had also watched her drive off. The Prime, however, look worried for some reason. While Jack was happy that Optimus cared enough to be concerned, he had to wonder why. Optimus was very perceptive and if something was wrong with Airachnid, he would know about it without her having to tell. Seeing him like this made him worry about his new friend. She looked happy, sure, but he knew she had her secrets and was beginning to wonder what they might be.

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"So, in a nutshell, my social status has plummeted. I'm an outcast at school at best, a freak at worst. The whole cheer squad thinks I'm some kind of turncoat. And to top it all off, jerk ass Vince has it out for Jack because he thinks he had something to with all of it."

Airachnid drove at a relaxing speed down the desert road as Sierra told her about her day. She was happy to listen to her and let her get the frustration of what she went through off her chest.

"I just...How could I have ever been friends with any of them?"

"We all make mistakes, Red. There's always that one, or a few, who aren't who you think they are."

"But I _was_ one of them. I used to be as shallow and stuck up as any of them. Before Jack got his bike, I never so much as gave him a second look."

Airachnid could see the bit of shame if Sierra's face.

"Sierra?"

"Yeah, Airi?"

"You like Jack, don't you?"

Sierra _was_ sitting back in her seat. Now she was upright, having bolted forward the moment Airachnid had asked that.

"W-what?" Sierra asked breathlessly.

"You rode with him to base today."

"Um...yeah, because of your mission..." She spoke so nervously. "Jeez, I hope I wasn't too heavy for Arcee. I mean, I don't way _that_ much, but me a Jack together..."

Sierra desperately tried to change the subject but Airachnid wasn't going to let her get out of this.

"Together, huh? You must've held on to Jack pretty tightly, keeping yourself close to him."

Sierra's nickname was never more appropriate than this moment because Airachnid could practically feel the heat radiating from her face.

"Wha-what are talking about, Airi?"

"C'mon, Sierra. I told you, you can tell me anything." She said warmly.

Sierra looked down in embarrassment, but didn't say anything. She looked out the window, noticing that Airachnid had made it to a much greener part of Jasper.

"Do I make it that obvious?" She submitted in the form of a question.

"Well, I don't know if the others can see it. But I could tell the moment you ran to him when I brought you to base."

Sierra looked thoughtfully at the steering wheel.

"Airi?"

"Yes."

"Why _did_ you bring me to base that day?"

Airachnid didn't expect the conversation to go this way. Sierra wasn't just trying to change the subject again either. She was truly curious as to why Airachnid had basically kidnapped her and brought her to the Autobots. Airi hadn't told her about where she came from then because she didn't want to overwhelm her with all that information. But she really didn't have a reason why she still hadn't told her the truth yet. There was none, if she was honest. Maybe Sierra should know about who she really is, after all, they are partners now.

Airi?" Sierra asked. Airachnid had been quiet for the last few moments.

"There's something I need to tell you, Sierra."

"What is it?"

Airachnid hesitated, trying to think of the best way to reveal the truth.

"The truth is...we've met before."

Sierra looked surprised and confused.

"What do you mean?"

"I mean, I come from a different world...a world where another you exist. And in _my_ world...you were Jack's girlfriend."

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 **I'm so sorry, JackNid/JackCee shippers. I know this must be supremely disappointing. I did say that Airi's love for Jack was platonic.**

 **This chapter was a little longer because it deals with some development involving Sierra, Airachnid, Bumblebee,** _ **and**_ **featured a battle. Like I said last time, Airachnid's gonna spend some time with each of the Autobots individually and Bumblebee seemed like the best to start with. He was a bit cautious about Airi in the earlier chapters, but he seemed like the one who would give her a chance early on. We also learned of his counterpart and the things he did to Team Prime in the Shattered Glass realm. Still, Airi's got a new friend now.**

 **I had to take some liberties with Sierra since she was kind of a satellite character in the show that revolved around Jack. A lot of writers either write her the same or make her very unlikable. It did stand out to me that Sierra didn't seem to notice Jack until she saw him on Arcee. She didn't even know his name, if you remember. So, I wrote her as being shallow in the past but eventually growing out of it which led to the distance between her and her friends. By the way, I deliberately didn't give her blonde friend a name because she was pretty much just a space filler in the show. Even the wiki doesn't have a name for her. Jack may not have the most inspired character design, but "Sierra's friend" as the wiki calls her looks like a life sized Mii. And yes, their homeroom teacher was named after a certain sadistic teacher from a well-known children's book/movie.**

 **You're gonna be reading the words "I love you" a lot in this story and I'm sorry if Jack saying it back is a bit teasing to the shippers. By this point, Jack does care for Airi a lot and isn't afraid to let her know.**

 **So, Airachnid is ready to tell Sierra about her own world where apparently, she and Jack are in a relationship. Fifty bucks says her head explodes. Find out on Sunday. Peace out, homies.**


	8. Chapter 8

The desert night sky was generous to Jasper, gifting it with a sea of bright stars. Airi could see it in her alt form, thinking about her old family. Sierra, however, wasn't so focused on the stars. She had other things on her mind. Airachnid had told her everything, well, almost everything. She told her about her world, her Team Prime, her human allies, and her enemies. Sierra didn't divide her attention or say a word as Airi went into all the details. She just curled up against the seat with a deep look on her face.

"I don't believe it." Sierra said once Airachnid was finished.

"I'm sorry for not telling you, Red. I just didn't want to bombard with so much information when we first met."

Sierra was staring at Airachnid's steering wheel, but not really focusing on it. She knew about her counterpart's partner, Starscream...and her relationship with Jack.

"Me and Jack...we're really...together?"

Airi's smile was hidden from Sierra.

"Yes, you are, Red. You and Jack started dating not long after you joined the team."

"And we're happy?"

Airachnid gave a friendly giggle.

"You two are very happy. Me and Starscream had always known about your feelings for him. When you both finally stopped dancing around each other and just went for it, you became a whole new person. And my Jack always looks forward to spending time with you. Seeing you is the high point of his day. That spot used to be mine, by the way, you little thief."

Sierra managed a small smile but she was still thinking about her and the Jack she knew.

"So...how did it happen? How and when did we get together?"

"I'm sorry. I just can't tell you that, Red."

"What?"

Sierra focused more on the steering wheel.

"Why not?"

"Because if I tell you how it happened, you'll just try to force it to happen here and it may not work out the same way."

Sierra looked away in embarrassment.

"I wouldn't try to force him to like me." She said lowly.

"Look, Red...Jack _does_ like you, he just doesn't realize how much."

"You're talking about _your_ Jack, though."

"Trust me, you are all the same in this world. It's us who are different. My Jack always had a crush on you."

"He did?" Sierra interrupted quickly.

"Mm-hm, I remember the gleam in his eye when he saw you after I dropped him off at school for the first time."

That brought surprised smile to Sierra's face, along with some red in her cheeks.

"He just...thought you were out of his league. Even after you became a part of the team, he figured that you were both just friends and never gave any thought to the possibility that you liked him. I had always tried to convince him otherwise, to get him to ask you out, but Jack was always too shy or afraid to ruin the friendship you both had."

"You...you really think this Jack is the same, that he still likes me?"

"I know he does, Red. I can see he still has a thing for you. And I promise, I'll do everything I can to bring you two together. I'm not gonna tell him everything you won't because that's not my place to do so, but I can tell you things about my Jack and ways to get his attention."

"You'd do that?"

"Did you forget our first conversation, Sierra? I've got your back."

Sierra put her feet down and put one hand on the steering wheel.

"Thank you, Airi."

"You're welcome, Red. Come on, let's go home. It's past your curfew."

Airachnid drove off and headed back to Sierra's house, the latter of whom was back in her deep thoughts. Learning what she had from Airachnid filled her heart with excitement and nervousness. Now she knew that she actually had a place with Jack and the others and wasn't just an unwanted addition to the team. She was grateful to Airachnid for telling her all this.

But now, she also knew of how hard it was for her partner to live in this mirror world of her own. Sierra couldn't imagine what it's been like for Airachnid to live with people who were here enemies in her own world, to see Jack, Raf, and Miko being friends with them. Airachnid had told Sierra how hurt she was when Jack was afraid of her when they first saw each other. To make matters worse, her friends were now her enemies. This Starscream that was Sierra's partner in Airi's world and is really close to her, but her counterpart despises her. Sierra may have lost all of her friends, but they were never really her friends to begin with. These were Airi's family, they were like brothers to her, and now they wanted her dead. Sierra hoped that Airi would never have to face them again as long as she was here, that she would make it back to her world before she could cross paths with them.

That's when Sierra realized something.

"We're here, Red."

Sierra didn't even realize that Airi had pulled into her driveway, waiting for her to open the garage door. Sierra did so and let her in. Airachnid noticed that her mood had changed.

"Red, are you alright?"

"Airi...when Optimus finds this red energon that sent you here...you're going back home, aren't you?"

Airachnid cursed herself with failing to think about this. Of course Sierra would figure that Airachnid would have to leave her eventually. That wasn't going to happen, obviously. Airachnid hadn't told Sierra about all that she had lost, but that also meant that she couldn't tell her that she wasn't going to leave. Even though it would hurt Sierra, Airachnid was going to have to lie.

"I'm afraid so."

"I see."

"Red."

"It's fine, Airi...I understand. You have a home to go back to, a family that's waiting for you. They're probably worried about you. I'm sure Jack misses you a lot."

Sierra couldn't know how much that what she was saying hurt Airachnid, not just because it was a reminder her of those that were gone, but because of how sad Sierra sounded.

"Listen...I'm not going back for a while. Red energon is very hard to find and I'm going to need lots of it to go home. I don't know when...or if I can go back. So...I'm here...for a good while."

"But...don't you miss your family, _your_ Jack?"

She did. She truly did.

"More than you could ever know."

"Well...I hope you can see them soon, even if it means leaving us. I'd really miss you."

"So would I, Red." Her seatbelt tightened around Sierra's chest. "So would I."

Airachnid released Sierra and allowed her to exit her alt. Sierra walked in front of her and looked into her windshield, her hand on the hood.

"You'll visit us, right? We'd see you again?"

Airi wanted to tell her the truth, just to ease her mind. But if she learned of her fate in Airachnid's world, how she died, it would do no such thing.

"You can't get rid of me that easy, Red. I'll be around even when you're old and gray. I promise."

Sierra's spirit were lifted again.

"'Night, Airi."

"'Night, Sierra."

Airi was left alone to think about what was discussed. It felt wrong to lie to Sierra, to all of them. But the past still hurt. Even with all she had gained since she was thrown into that space bridge, she hadn't forgotten about her old life. The wounds were still fresh...and she still missed them terribly. Maybe in time, she would be ready to talk about what happened to the Autobots. But she still had much healing to do. But it had begun, thanks to them. Airachnid thought back to the night she attacked the Decepticons in that cave and couldn't help but laugh. She hated to admit but, but it was thanks to that one femme that she was even here and given this second chance.

"Primus has a sense of humor, I'll give him that."

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The next day was just like any other for the femme. While the kids were at school, Airachnid got to familiarize herself with the base and some of the artifacts from Iacon they had in their possession. The spider-femme was very tempted to test out the Apex Armor, never having a chance before it was lost on Cybertron. Of course, she also got another look at the Decepticon version of herself. Seeing the one that made June hate her always soured Airachnid's mood.

After the kids were picked up from school and brought back to base, Airachnid saw that Sierra was going to try and spend some time with Jack, who didn't have to work today. She decided to make take her leave and let the two get closer. Hopefully, they would exchange phone numbers before the day ended and would talk later tonight after they were taken home. Romance has to start somewhere.

Airachnid went into her quarters, leaving the door opened, and entertained herself with the thought of how Jack and Sierra were doing. Then, she heard someone enter her room behind her and stop suddenly. When she turned around, she saw Miko trying to quietly leave with her amp in her hand and her guitar on her back.

"Miko?"

Miko stopped and looked as if she had been caught in one of her many acts of mischief. The young teen turned around, slightly embarrassed.

"I'm sorry, I didn't know this was your room. I was just looking for a place to practice."

"It's alright. How come you aren't practicing in the main hall?"

The familiar look of annoyance whenever someone kept her from having fun appeared on her face. Airachnid was very amused by it.

"Because cranky old Ratchet doesn't appreciate awesomeness... _aaand_ something about sensitive experiments."

She was exactly like Breakdown's Miko, boisterous, mischievous, and absolutely unapologetic about both. Primus, Airachnid had missed her.

"Anyway, I'll leave you alone now." Miko said as she turned to leave.

"Don't go." Airi said, making Miko look back. "Please, I'd like to hear you play."

Miko was genuinely confused. The only ones who cared to hear her play were Bulkhead and Wheeljack.

"Y-you wanna hear _me_ play my guitar?"

"Absolutely." Airachnid kindly said as she took a seat and gave the bouncy teen her attention.

Miko felt like she was in the Twilight Zone. The last time she saw Airachnid, she was threatening to snuff out Bulkhead because she was partnering up with Arcee that day. Miko only got a glimpse of her sadism then. She had heard much worse about the two encounters Jack had with her. But this Airachnid was easily one of the nicest Autobots she had ever met, almost as nice as Bumblebee. It was really weird to see.

"O-okay, I guess I can rock out here for a while."

Miko plugged her amp in and her guitar as Airachnid waited for her to begin. In the past, she was pretty much on the same page as everyone else regarding Miko and her loud rock music. It drove her crazy. She and Jack would always go for a drive just to get away from that audio receptor shattering noise. But in the time that she was on her own, Airachnid would've given anything just to hear Miko's guitar.

Miko had set up her equipment, but was clearly nervous about performing in front of Airachnid. But seeing the femme waiting in anticipation, she ignored it and just went all in.

The moment her pick hit the strings and the first chord came through the amplifier, Airachnid was hit by the familiarity. Miko wasted no time getting into it, shredding her guitar like the rock star she was destined to be. She didn't just play her instrument, she felt it. She may as well been on stage with Slash Monkey or any of the other shriek metal bands she loved so much. She wouldn't have been out of place in the slightest.

As her chords echoed through halls, bouncing all the way to where the others were, Airi simply watched and listened. Yes, it did make her sad that it wasn't the Miko she had known for a long time, but it was the Miko she remembered. She tried not to think of the past, instead, focusing on the present and what was in front of her. And who she saw was someone she cared about doing the same things she remembered from way back when. In a way, it felt like a reunion and Airi cherished it. After so long of wishing to hear this music again, Airachnid found herself loving the obnoxious sound...and the human making it even more.

Miko was getting ready for the big finish and true to her nature, she put all of her heart and soul into the finale. It was only now that Airachnid was able to realize just how talented the teenager really. Maybe she should have stayed and listened to her jam sessions aboard the Ark. Miko closed out her performance and took a victory pose meant for rockers like her.

"Good Night, Manchester!" She shouted.

Miko was only in her little world for a moment until she heard metallic servos clapping together. She looked forward and saw Airachnid clapping for her performance.

"Amazing as always, Miko."

Miko held her arm shyly, only ever getting this kind of praise from the Wreckers.

"Thank you, Airachnid."

Deciding to be little friendlier than she had been to her before, Miko took a seat next to Airi.

"So, do I rock out like that in your world?"

"You wouldn't be Miko if you didn't."

" _Please_ , tell me I get on Starscream's nerves."

"Star...is a little more tolerant than the others, besides Breakdown. Knockout, on the other hand."

"So, is he, like, the Ratchet of your team?"

"Well, he _is_ Team Prime's medic and doesn't have a lot of patience for you or humans in general. He hates your music. Then again, he watches human soap operas, so he can't be accused of having good tastes."

"Ooh, I would never let him live it down if I was there."

"You don't."

The two shared a laugh together and began getting more comfortable. Airachnid was already comfortable with Miko's presence, but Miko was beginning see who Airi really was.

"So, what am _I_ like in your world? Am I still awesome?"

"If by awesome, you mean a trouble maker and going where you're not supposed to."

"Yep, still awesome."

"Still Miko."

The two were silent for a second, but it wasn't awkward at all.

"You're not like the other one...You're good, you're...you're an Autobot."

This was a rare instance of maturity from Miko, something Airachnid hadn't seen in her own world.

"I'm sorry if I didn't see that right away."

Airi put her servo upon Miko's shoulder.

"If even half the things I've heard about _your_ Airachnid are true...then I don't blame you at all for not trusting me."

"She's not _our_ Airachnid...She'll never be one of us, not after the things she's done."

"Well, she's locked away now. She's not hurting anyone else where she is."

"And if she ever broke out..." Miko looked up at Airi. "She'd get her aft kicked by a real spider-bot."

Airi looked down at Miko in amusement.

"You bet she would."

"Miko." A harsh toned voice said.

Miko looked up and saw an unhappy Bulkhead standing in the doorway.

"Bulkhead, back from patrol?"

"Get over here, now."

Miko was shocked that Bulkhead would give her an order like that.

"But Bulk..."

"Now, Miko." He said without any room for argument.

Miko looked back up at Airachnid, almost as if to say sorry.

"See ya later, Airachnid."

Miko walked over to Bulkhead.

"Wait for me in the main hall."

Miko didn't answer in defiance as she left the area. Bulkhead looked back at Airachnid.

"I'm only gonna tell you this once, Airachnid, stay away from Miko."

"Bulkhead, I don't mean any harm to you _or_ Miko."

"I don't wanna hear it, 'Con! I ain't Jack and I ain't Bumblebee! If I see you talkin' to her again, it's gonna be you and me! So, just stay away!"

Airachnid didn't want to cause any trouble, so she backed down from this one.

"As you wish, Bulkhead."

Bulkhead sent her one mean death glare and left the room. Airachnid was angry at the Wrecker, of course, but just like with Miko, she couldn't blame him. If she hadn't seen how protective Arcee was with Jack, she would've been just as distrustful of her. But still, she was having a moment with Miko...and it was wrecked by the Wrecker. Worse yet, it was by the same Wrecker that killed Miko while Wheeljack forced Breakdown to watch.

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Miko had entered the main hall in a very bad mood. Everyone picked up on it from the way she stomped in and took a seat on the metal crate under the human area. Bulkhead came in a few minutes later and Miko was in front of him in seconds, clearly not happy with her guardian.

"What the heck, Bulk?! That was _so_ not cool!"

Bulkhead, in his defense, looked regretful of his actions.

"Look, Miko, I'm sorry. I just..."

"You were a total jerk to Airi!"

Everyone turned their sights to Bulkhead, putting him in the uncomfortable spotlight. Jack, Sierra, Raf, Bumblebee, Ratchet, and even Arcee didn't look happy with him.

"Come on, Miko. You didn't even like Airachnid when she first came here and now you're calling her by that pet name Jack gave her?"

"Yeah, well I guess we know who the adult here is. You better go back and say you're sorry to her, lug head."

Bulkhead actually looked offended.

"Not a chance, Miko."

Miko crossed her arms in defiance.

"Fine then. Ratchet?"

She turned to face the medic.

"Can you bridge me home?"

"Miko, using the ground bridge cost energon." He replied.

"Whatever, I'll walk then...or better yet..."

She turned to Sierra.

"Hey, Sierra? Can you ask Airachnid if she'd give me a ride?"

Bulkhead didn't like that one bit.

"Nuh-uh, not happenin'!"

" _You_ don't get a say in this."

"Miko, I'm still your guardian and as long as I am, you are not getting into that 'Con's alt."

"Oh, yeah? Try and stop me, lug head."

Bumblebee stepped forward and said something that Miko didn't understand.

"What?" She replied.

"Bumblebee says he'll take you home tonight."

Bumblebee nodded in agreement.

"Alright, I guess. Thanks."

"Yeah, thanks 'Bee." Bulkhead added, relieved that Miko wouldn't go home with Airachnid.

Bumblebee said something back to Bulkhead that clearly wasn't a compliment.

"Wha-Really? You too?"

He said something else and walked away with his optics pulled in an angry expression. It was obvious that Bulkhead was not the favorite mech of the hour.

"And don't even think about trying to take me to school tomorrow. Until you make things right with Airi, you ride solo from now on." Miko said before going back up to the human area.

Bulkhead was very unhappy about the situation. Not only was Miko not talking to him, but the other Autobots weren't either. How could they not understand where he was coming from?

"Bulkhead." Said Autobot heard from the commanding voice of his leader behind him.

When he turned, Optimus was indeed standing in front of the hallway with a look of disapproval.

"I believe you owe Airachnid an apology."

But not even Optimus Prime could sway Bulkhead.

"I'm sorry, Boss, but I can't."

Everyone looked at Bulkhead in complete shock.

"That was not a request, it was an order."

"And I'm refusing follow it, Optimus. Put me on patrol duty for a vorn if you have to, but I'm not gonna apologize for protecting my friend."

Optimus was very angry at this moment, but he kept it in check as a Prime should.

"You are clearly in a poor state of mind, Bulkhead. I suggest you go for a ride and clear your head."

"Yeah, good idea." Bulkhead answered back with no small amount of attitude.

The Wrecker took his alt and drove off angrily out of the base. Optimus shut his eyes in disappointed at his subordinate's conduct. However, he was pleased with the other Autobots, Bumblebee defending Airachnid in particular. It was a sign that that were beginning to accept her.

"Jackson, Sierra, Miko." All three stood at attention as the Prime looked their way. "I will see to it that Bulkhead gives Airachnid a proper apology. You needn't worry."

"Thanks, Optimus." Sierra replied.

"Yes, thank you." Jack followed.

"Tell her that I'm sorry about Bulk, too?" Miko added. "Tell her that I'm on her side and I'm not hangin' out with him until he stops acting like a child."

"I will give her your message, Miko. And thank you."

They all looked confused.

"For what?" Miko asked.

"For befriending our new ally."

Optimus went down the hall to have a word with Airachnid. Despite Bulkhead's behavior, things were getting better for Airachnid regarding Team Prime. Hopefully, she would trust them enough to reveal to one of them the truth about her past.

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It was another day at the Autobot Base and the kids had been picked up from school. Even though Bulkhead had shown up for Miko, she rode in with Jack and Arcee, much to the femme's annoyance.

"Any chance of you patching things up with Bulkhead today, Miko?" She said as Miko dismounted her.

"Not unless he mechs up and tells Airi he's sorry." She replied. "Thanks for the ride, 'Cee."

Arcee transformed and watched as Miko ran up the stairs to join Raf on the couch.

"Bulkhead better swallow his stupid pride and just apologize because I am _not_ gonna literally carry his weight every day."

"C'mon, Arcee. Miko isn't _that_ heavy."

"She's heavier than she looks."

"No more than Sierra."

"Well, Sierra doesn't yell when we ride or bounce up and down the whole way."

Arcee grimaced as she placed her servo on her lower back to readjust herself.

"I'm gettin' old. I need to lie down."

Arcee left for her quarters as Bulkhead drove into base. Not really wanting to see him right now, Jack ran up the stairs with the others. When he transformed, Bulkhead saw that Miko didn't even spare him a sideways glance. She had ignored him even more at her school, walking right past him to Arcee. It did hurt the Wrecker a little that his BFF wasn't talking to him. He hoped that she would come around eventually. Sierra and Airachnid pulled in and Bulkhead's mood changed from down to angry. Sierra got out but nervously stood by Airachnid's alt, afraid that Bulkhead would start trouble.

"Hey Red, Raf just hooked up the TV stream." Miko called. "Come up and see what it's got."

Bulkhead dropped his defenses when he heard Miko calling for Sierra. She was more willing to spend time with Airachnid's partner than him. Sierra walked by him without saying a word. Airachnid did the same. Bulkhead saw that Ratchet was looking at him in disapproval and decided to blow off some steam in the training room. He just didn't understand how everyone could get along with Airachnid so easily. Sure, he didn't hate her, but he didn't trust her either and it seemed like June and Smokescreen were the only ones who felt the same way. Even Arcee was okay with her being around Jack. But Bulkhead wouldn't have it with Miko. Even if she hated him forever, he would never leave her alone with that Spider-Con.

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Miko, Raf, Jack, and Sierra were huddled together on the couch with their eyes glued to the what was happening on the television screen. Normally, they wouldn't be so focused on it unless they were in the middle of a video game showdown. But what they were seeing was not only pulling them in, it was breaking their hearts. They all looked shocked and in the cases of Raf and Sierra, on the verge of tears.

 _"Hold the Door! Hold The Door! Hold The Door! Hold The Door! Hold The Door!"_

Raf hugged up to Miko closely and she returned it in kind. Sierra absently grabbed Jack's hand and held it tightly. He did so back without realizing.

"Why do you guys watch this show?" Arcee asked from behind them. "All it does is make you cry."

Bumblebee beeped in agreement.

"Well, I can ask the same about you and Steven Universe, 'Bee." Raf replied.

Bumblebee responded in protest, but of course, only Raf and the other Autobots understood him. The show they were watching ended and they all got up from the couch.

"Well, that was the most heart wrenching thing to watch, ever." Jack said.

Jack and Sierra noticed that they were holding each other's hands and let go quickly. Both of them were visibly crimson. Raf walked over to the railing where he noticed Airachnid standing below.

"Oh hey, Airachnid. How long have you been there?"

"A while...And I'll have you know, I happen to like Steven Universe."

"You do?" Raf asked.

"Absolutely. That chubby little boy is the cutest thing I've ever seen. Well, next to you, of course."

Now Raf was crimson red and looking away bashfully.

"Y-you don't say."

" _You're even cuter when you're embarrassed_." She cooed.

She gently poked Raf's face, only fueling his embarrassment.

"I-I'mgonnagotalkto'Beenowbye." He said and fled.

Airachnid laughed at how easy it was to fluster both Raf and Jack.

"I think you scared him off." Sierra said as she walked over.

"I truly hope that his first girlfriend will be a more outgoing one. He's going to need help breaking out of that shell. It's a shame that Miko is older than him. They'd be perfect together."

Sierra just down with her legs dangling over the edge.

"Never took you for a shipper."

Airi smiled knowingly.

"Speaking of which, _I was watching you_."

Sierra tensed up.

"You were?" She asked nervously.

"That was quite clever of you to use that tragic scene to get closer to Jack. I saw the way you grabbed his hand."

"I didn't do that on purpose." She denied.

" _I don't believe yooouuu._ "

"Look, I just grabbed him for some comfort. It was a really sad thing to watch."

"Oh, so you look to Jack for comfort, like when I first brought you here and you ran straight to him."

"Airachnid!" She said, hoping that nobody, especially Jack, could hear what they were taking about.

"Get in there, Red. Unless you want some other human femme snatching your Jack away, you better get a lot bolder than you are now."

"I will...I just...want to enjoy being around him. If it doesn't go like I want it to, things might end up being weird between us."

Airachnid looked at her thoughtfully.

"This is enough for now."

"Don't wait too long. Jack may be a bit more popular with the femmes than either of you realize."

Sierra glanced back at Jack for a second before realizing what Airi had just said.

"Wait, what do you mean by that?"

Airachnid smiled teasingly which concerned Sierra.

"Optimus." Ratchet called.

Optimus Prime, who wasn't too far, walked over to Ratchet.

"Did you find something, Ratchet?"

"An Autobot distress beacon."

The humans came to the rails.

"Another Autobot?" Jack inquired.

"Suh-Weet, new blood." Miko followed.

"Guess you're not the new girl anymore, huh?" Sierra said to Airi.

Ratchet was able to determine the ship as he tried to track its location. The other Autobots entered the main hall.

"The Jackhammer!"

Bulkhead and Miko's expression became worried.

"Wheeljack!" Bulkhead realized.

"Have you tracked the location, Ratchet?" Optimus asked.

"Working on it, Optimus."

"Who's Wheeljack?" Sierra asked Jack.

"Bulkhead's old war buddy, another Wrecker. He kinda' comes and goes when he wants."

Jack noticed that Airachnid was trying to hide her expression. She probably remembered a much different Wheeljack.

"I've pinpointed his location. Setting coordinates now." Ratchet said.

The ground bridge opened up and the Autobots, safe for Airachnid and Ratchet prepared to rescue Wheeljack. Optimus, however, stopped Smokescreen where he was.

"You are to remain here, Smokescreen."

"Aw, come on, Optimus." The young mech protested. "I haven't seen any action in weeks now."

"You are still on your probationary period as a new member of Team Prime, which was extended due to the reckless action you took with Jack."

Airachnid immediately looked to Jack disapprovingly with the same fierceness as his mother. She must have picked it up from her.

"I understand, Sir. But I can still..."

"You will remain here unless you are needed. Is that understood?"

Smokescreen deflated.

"Yes, Sir."

Bulkhead was ready to transform when Miko walked up to him.

"Be careful, Bulkhead." She said lowly.

"Oh, so _now_ you're talkin' to me?" He snapped.

Miko pulled back by his harsh tone and deflated from it.

"Look, just...get Wheeljack and watch your back."

Bulkhead eased up and nodded back to her which earned a small smile. He'd take it for now. Miko looked very worried as Bulkhead and the others went through the bridge. If Wheeljack was in enough trouble that he would call for help, she had a reason to be. Airachnid walked below her.

"I don't really need to hear him say sorry to me, Miko."

Miko looked down at Airi.

"I want him to know that you're not bad, that he doesn't have to worry about me being around you."

"He will...maybe. But you shouldn't hold grudges, especially against those you care about."

There was sadness in her optics that Miko knew came from experience with what she was talking about.

"Trust me, you don't want to take those you have for granted."

Airachnid looked away and all the children noticed the sadness that she was always trying to hide from everyone. Miko decided to let Bulkhead off the hook when he returned, but she was going to let him know that it was Airachnid who convinced her. If he saw her the way she was now, he would know that she wasn't dangerous to her or anyone in Team Prime. As far as Miko was concerned, she wasn't Airachnid, she was Airi.

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Thinks were pretty quiet as everyone waited for the return of the Autobots. Miko couldn't help but be worried. Part of that was because of Airi. It may not have been her intention, but what she had said earlier made Miko think about losing Bulkhead...like she almost had with the Tox-En situation. Miko wanted to forget that ever happened, Bulkhead almost dying from exposure to that poisonous energon and getting shot in the back by Hardshell. She was glad that Airi and Bumblebee took care of that Insecticon so he would never hurt another Autobot again. Bulkhead being locked in stasis for so long, not knowing when or if he would come out of it, she never wanted to go through that again. Airi was right, she shouldn't hold a grudge against someone who meant the world to her. She would still try to get him to come around about her new friend, but she was willing to forgive him for being such an aft.

The comm link sounded and Ratchet answered it quickly.

"Optimus."

 _"It's Bulkhead, listen!"_

Miko was startled by how panicked he sounded and the sounds of blaster fire in the background.

 _"Wheeljack's alright, but the 'Cons got us pinned down. It's Dreadwing!"_

Airachnid gasped and turned to face the monitor. Everyone knew what this meant for her.

 _"He's hittin' us hard, Ratch. We're gonna need a bridge as soon as we find som-Arrghhh!"_

The line was cut after Bulkhead's pained grunt was obscured by an explosion.

"Bulkhead?!" Miko cried in fear.

"Smokescreen, get out there now and provide back up. Help them get somewhere safe enough to bridge back" Ratchet ordered.

"Yes, Sir!" Smokescreen replied.

Miko looked on as the bridge opened and nervously backed away from the others. As Smokescreen transformed and drove through, Jack and Raf saw her sprinting behind him.

"Miko!" They yelled in unison.

Ratchet turned around too late to and the bridged closed with both Smokescreen and Miko on the other side.

"No!" He yelled.

Airi walked up beside him, her face displaying fear on the verge of panic.

"She just ran through! Why on Earth would she do that?!" Sierra asked with urgency.

"She does this all the time and it's gonna get her killed one day." Jack replied.

Hearing that caused Airi to gasp and put her head down, servo covering her mouth. The hopeless terror in her optics further confirmed Ratchet's suspicions.

"Man the bridge, Airachnid. I'll go and bring her back."

Airi turned to Airachnid in surprise, but also worry.

"But Ratchet, you said Dreadwing commands Starscream's armada now." Raf reasoned. "You also told me that he would be a lot better at commanding them. If they got the 'Bots pinned down, you'll be a sitting duck out there."

"He's right." Jack joined in. "And you don't have any ranged weapons."

"What choice do we have, Jack? Smokescreen probably hasn't even noticed that she followed him."

Airachnid shut her optics tightly, but came to a decision.

"I'll go." She said lowly to herself. "I'll go." She repeated loud enough for the others to hear.

Jack and Sierra looked to her. Both saw that she was very nervous about what she was about to do.

"Airi, you can't." Jack said. "That's...one of your friends out there."

Airi looked at Jack with uncertainty for a single moment, then hardened her expression into determination.

"Yes, Jack, you're right. One of my friends _is_ out there and if I don't bring her back, she could get hurt or..." She couldn't finish her sentence.

Airi looked back at Ratchet.

"I'm ready, Dr. Ratchet."

Airachnid stared at the space where the bridge would open, trying to will more strength into herself.

"Airachnid, are you sure about this?" Ratchet asked.

She wasn't sure. She didn't know what her plan was, how she was going to deal with another deceased face from her past haunting her as a Decepticons. Seeing him could make her drop her guard...and she'd be finished. But if she didn't, Miko wouldn't make it back. She couldn't lose her again. Even with Raf, Jack, and Sierra, it would break her. She had to do this, for Breakdown.

"Open the bridge, Ratchet, please."

Ratchet knew how hard this was going to be for her. He admired her determination. He hoped that she would make it back in one piece with Miko in tow. He opened up the ground bridge and waited for Airi to go through. She looked back at her three humans, all of which were worried as they could be. She needed to remember them, that they were waiting for her. If she could hold on to that, maybe she could have the strength to face Dreadwing. She smiled at them, but it was filled with unease. She transformed and went through the bridge. When it closed, the three children kept on looking at where she stood. Not caring about what it might lead to in the future, Sierra took Jack's hand. She squeezed it, hoping he would comfort her by doing the same. She got what she wanted. They held each other's hand tightly, still looking at where they friend once was.

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 **And now, Airi comes out of hiding.**

 **This chapter was shorter than the last one. The next might be longer since it will have a battle in the beginning. Speaking of which, let's start from there.**

 **Airi finally tells Sierra the truth and has decided to play match maker. Again, so sorry to the JackNid community. If I could figure out a way to redeem Airachnid and have her fall in love with Jack in a future story, I will. Really wish The Only One Who Asked was still going. And for those who are worried, I don't intend to have Sierra's whole character revolve around Jack. Red and Airi are getting closer and becoming good friends it seems, enough that Sierra is already worrying about the day Airi has to leave. Little does she know, right?**

 **Of course, not everyone is so friendly. Now, I've got Bulkhead being a jerk again. He doesn't hate Airi, but he can't look past the fact that she's, well, Airachnid. He doesn't feel comfortable with Miko being friends with her and in this chapter, really didn't think before he opened his mouth and called her a Decepticon. Miko, however, is a lot more open after some time had passed. I want to explore how Airi interacts with all the humans as well as the Autobots. Raf is a little more comfortable with her and I plan to have some more scenes with them as well.**

 **As for the whole "Hold The Door" thing, I couldn't resist. Me and my cousin had that same conversation and I had to put it in the story. And yes, that was the saddest thing I ever saw in a television show, even more than The Iron Giant (Superman). Now, FEEL BEFORE ZOD! Sorry.**

 **As far as cannon goes, the incident involving Smokescreen and Jack that Optimus spoke of did happen in the same place where they found the Star-saber, but that wasn't the artifact that was found. That also means that Optimus never got the message from Alpha Trion about the four Omega Keys. I don't think those will make it into this story.**

 **Well, now it seems like Airi is about to come face to face with another Decepticon counterpart of a friend. How do think that's gonna play out? And what do you think is gonna happen to Miko?**

 **I don't mean to leave you all hangin'...but that's exactly what I'm gonna do. Peace Out, Friendos. See ya, Thursday.**


	9. Chapter 9

Airachnid found herself in the rockies of some unknown location. From the distance, she could hear the sounds of battle. Ratchet had wisely chose to send her somewhere near the battle instead of directly to it.

"Ratchet." She said into her comm link. "I'm here."

 _"I set the coordinates away from the battle to keep the Decepticons from seeing you. It's best for yours and Sierra's safety that they remain unaware of your existence. Find Miko and get her away from the fighting without being seen if that's at all possible. But if it isn't..."_

"I know what needs to be done, Doctor. I'll bring her back."

 _"Good luck, Airachnid."_

Airachnid took her much stealthier spider form and proceeded towards the battlefield. When she arrived to where the fighting was, she found herself staring down into a canyon where the Autobots, including Smokescreen, were cornered on one side and the armada was pinning them down. They were outnumbered and at a disadvantage as the armada kept them from attempting to make an escape. Even escaping through a ground bridge would be difficult without being struck with massive blaster fire. Airachnid could think of a hundred ways to draw the armada's attention, but she was there for another reason. She surveyed the area, searching for Miko among the warzone. Halfway between the Autobots and Decepticons, she saw Bulkhead and an alternate colored Wheeljack caught in the middle. Wheeljack was knocked into stasis lock and under the protection of Bulkhead, who seemed to be injured himself. Despite his hostility towards her and the memories of the Decepticon he resembled, Airachnid found herself worried about the Wrecker. But she reminded herself that they could protect themselves, while Miko could not.

Several aerial drones flew right over, causing her to duck under some stones. Thankfully, they did not see her. She peeked out back onto the battlefield and saw...him. If she didn't hear his name back at base, it'd be impossible to tell if it was him or his twin. But there he was, Dreadwing. The black, white, and gold colors she had remembered were gone and replaced with blue and gold. She could even make out that his blue optics were now red, just like Starscream and Hardshell. He was a Decepticon, she couldn't kid herself of anything else. He was firing at the Autobots with his large cannon that required him to fire from his hip. That was creating the most difficulty for the Autobots to escape. Airi wondered just how much of her old comrade was in there and how much was corrupted by being a Decepticon. Deciding not to cause herself that kind of pain again, she went back to her mission. After searching the area for a little longer, she spotted Miko. Hiding in between a space too small for a Cybertronian to fit, Miko was looking on at the battle. Airi could tell that she was staring at Bulkhead. Knowing the young girl as well as she did, she knew that Miko was preparing to run to her guardian. Airi couldn't let her do that. As quickly, yet quietly, as she could, Airachnid made her way as close to Miko as she could manage.

Miko saw Bulkhead and Wheeljack, her two best buddies, out in the open of the battlefield. She didn't know what she was gonna do, but she had to do something. She couldn't just leave them there to be killed. She ignored all sense of logic and self-preservation and readied herself to run across the war torn canyon. Before she could even take her stance, she felt something wrap around her waist. She looked down and saw the white substance that could only have come from...

"Scrap."

Miko was yanked up and away from the fighting. She landed on her rump at the top of the canyon where it was impossible to make it back down with killing herself. She looked up and saw a very, _very_ , worried looking Airi.

"What are you doing, Airi?!" She yelled at the femme.

"What are _you_ doing?! Are you trying to get yourself killed?!"

Miko was taken back by the way Airi had just yelled at her. It was far more emotional than the way the other Autobots often did. It reminded her of the way June was when Raf was almost killed.

"Bulkhead is down there with Wheeljack...They're both hurt. They need my help."

"Miko, you can't help them. You're only going to get hurt out there."

"If that's what it takes!"

"No, you're coming back to base with me!" Airi ordered.

"I'm not leaving without Bulkhead!"

"Yes, you are!" Airi answered harshly as she went to contact Ratchet.

" _Airachnid_!"

Airi heard her cry and stopped instantly. She looked down and saw Miko with tears falling down her face. She'd seen her like this...too many times. Miko was the last of the children to be taken by the Decepticons, the Autobot's last failure to protect them in Airi's optics.

"I almost lost him once already. I can't handle that again." Miko said through her cries.

Airi didn't want to, but she couldn't say no to Miko, not when she was like this. She shut her optics, fighting to not make the decision she was about to.

"You don't move from this spot. Stay right here and I will get Bulkhead to safety." She said sternly.

Miko was surprised that she had managed to compromise one of the Autobots. However, she knew what would happen in the 'Cons saw Airachnid.

"But, Airi..."

"Miko!" Airi shouted.

Miko jumped back and put her head down like a scolded school girl. Airi felt bad about yelling, but she needed Miko to understand that...she couldn't lose her again. Airi lowered herself to Miko and lifted her chin so she could look her in the optics.

"Please, Miko. I'm begging you to stay here."

Miko had no idea where this came from. No one, not even Bulkhead, had begged her not to do something. Miko saw something in the way Airachnid was looking at her, fear and sadness wrapped up in hurt. As much as she wanted to listen to her gut, which got her in trouble more often than not, she decided to give Airachnid what she wanted. Miko nodded her head at Airi, getting a smile from the femme.

Airi went over to the space where she had pulled Miko from, took her sports car alt, and drove down into the battle. Miko walked over to the space and hoped that her three friends would be okay.

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Airachnid drove down to the battle, staying in her alt and in the darkness. She was able to get a much better look at Dreadwing, figure out who he was in the world. Seeing Starscream as a coward and unloving of his brothers stirred terrible anger in her, especially when she remembered how her Starscream was nearly destroyed by both losses.

Dreadwing was laying down fire from his weapon, keeping the Autobots stuck in position. He kept giving out commands to his armada, operating both efficiently and effectively. That hadn't changed from her Dreadwing, or "DW" as Miko had taken to calling him. Bulkhead fired back at Dreadwing, only to take cover once more when he was nearly hit by the passing aerial drones.

"Optimus Prime, is this the extent of your leadership?" Dreadwing yelled. "You and your Autobots hide like cowards instead of fighting to the bitter end. Where is your honor?"

That was Dreadwing all right. Even as a Decepticon, he was a warrior who believed in the fundamentals of honorable warfare. As much as she tried to suppress it, Airachnid felt a small hope in the possibility of bringing Dreadwing to the Autobots.

"Come out, Autobots! Face me like the warriors you claim to be!"

"Frag off, Dreadwing!" Bulkhead yelled as he fired back.

"Tell me who it was, Optimus? Tell me the name of the Autobot who extinguished Hardshell's spark?"

'Oh, no.' Airachnid thought.

This attack was a response to Hardshell's demise. Airi looked on hoping to be able to see the other Autobots. She prayed that Bumblebee wouldn't try to draw their attention by letting Dreadwing know it was him.

"Is that what this is about, Dreadwing, revenge?" Optimus called back. "I thought that you were better than that."

"You forget that I came to this planet because of my twin's death, Prime. But it is not me who wants revenge for the Insecticon. Lord Megatron wants the head of the Autobot responsible and has tasked me personally with the mission. I will bring him before my Lord and give him his vengeance."

Airachnid let go of any hope that Dreadwing could be led away from the Decepticons. The sad irony, it was because he was just as she remembered in her world, loyal. His dedication to Megatronus was unquestionable and downright admirable to the rest of the Autobots. It was a shame that this Dreadwing was just as loyal to such a cause.

Airachnid saw that Dreadwing was focusing his fire on Bulkhead and Wheeljack, while his armada kept the others pinned down.

"Was it you, Bulkhead?" Dreadwing called as he laid down heavy fire. "Was that your retribution for Hardshell nearly scrapping you in battle?"

Bulkhead couldn't even lift his blaster to return fire, being so pinned down by Dreadwing's weapons.

"Or was it your Wrecker brother in arms, Wheeljack, seeking revenge for you?"

Airachnid didn't know what to do. She needed to be able to suppress their fire to allow the other Autobots to get out from under them. How would she be able to that without revealing herself? An idea then came to Airachnid. If she could just grab their attention in her alt, she could draw some of their fire which would at least allow Bulkhead to get Wheeljack and himself to safety. Airachnid couldn't believe that this was happening. She was about to put her life at risk for two of the Decepticons...But they weren't Decepticons, they were friends of Miko, that was all the motivation she needed. Unfortunately, fate can be merciless.

"AAAAAHHHHHH!"

The high pitched screamed got everyone's attention, Airachnid and Bulkhead especially. They all knew who it was.

'No!' Airi thought.

Standing on the cliff where Airi had thought was safe, an aerial drone stood on the edge with Miko in his grasp.

"Miko!" Bulkhead cried.

"Let me go! Let me go!"

The aerial drone transformed and flew down to Dreadwing, handing him off to the Commander. Airachnid was frozen in place.

"One of the humans, Commander." He said.

Dreadwing examined Miko closely, who herself had stopped moving under his gaze. His optics were different than most, completely red with no iris of some sort. Miko always thought it made him look scarier than the other Decepticons.

Airi watched in horror as Dreadwing held Miko. This couldn't happen. She had just made friends with Miko. Primus couldn't be so cruel as to return the girl to her and take her away again. No, Airi couldn't let that happen. If Dreadwing wanted an Autobot responsible for Hardshell, he would get one. But before Airi could surrender herself...

"Dreadwing, I'm the one you want!"

Airi looked on from her alt to see Bulkhead stepping out from behind the rocks with his servos up.

"I scrapped Hardshell. You got me."

Dreadwing put all his focus on Bulkhead as Miko watched in fear.

"Bulkhead, no!"

"If Megatron wants the mech who took out Hardshell, here I am."

Dreadwing watched Bulkhead suspiciously, clearly expecting a trap.

"Just let Miko go and I'll come quietly."

Airi could see the panic in Miko's eyes. She couldn't let Bulkhead be taken back to the Megatron. If he was even half as bad as Lord Optimus, he would make Bulkhead suffer worse than he could ever imagine. But she was too afraid to try and fight Dreadwing, to reveal herself.

"A noble act on your part, Wrecker, as well as foolish. Lord Megatron would be satisfied to extinguish your spark himself."

Several Vehicons took Bulkhead down and held him still.

"Let'em go!" Miko cried.

None of the Autobots could make a move, still being in the sights of the armada.

"I suppose the honorable thing to would be to leave this organic unharmed. However, an agreement was not made for her life. Lord Megatron would not be happy to hear that I allowed one of your pets to go free when she could prove useful to us."

"You slaggin' piece of-"

Bulkhead attempted to break free of the Vehicons but was knocked backed down. Airi was beyond panicking now. There was no way she could let both Bulkhead and Miko be taken. Neither of them would survive.

"There was no bargain, Bulkhead. I have broken no agreement." Dreadwing claimed as Miko struggled in his grasp.

"I'm gonna kill you for this, Dreadwing! You hear me?!" Bulkhead spit back.

"We'll see, won't we?"

Dreadwing turned to his Vehicons.

"Keep the Autobots pinned and call for a bridge. We're done here."

The sound of a furious engine was heard and a black and blue sports car was seen speeding towards the group of Decepticons. Airi didn't care what happened to her. She was not going to stand by and let Miko be lost to them again.

The Vehicons began firing at the approaching vehicle, but Airi outmaneuvered them even easier than the motorcycle drones in the forest. She punched her speed into high gear and set her sights on Dreadwing. This wasn't her friend, this was a Decepticon.

Dreadwing must've not been expecting such boldness from Airi because he did nothing to stop her from running straight into him. With her speed, she was able to push him back into a wall with heavy force. She struggled to keep him pinned as his grip on Miko loosened. His arm was lowered enough so that when Miko was able to slip through his grasp, she landed safely on the ground. Airi pushed up against Dreadwing even harder to keep him from getting Miko again.

Airachnid's driver door opened for Miko to get in, but she wouldn't take her eyes off of Bulkhead, who was still pinned down.

"Come on, Miko!" Airi yelled.

Miko didn't want to leave Bulkhead like this. She was tempted to run to him, even though she had no idea what she would do if she made it there. Before she could do such a foolish thing, several energon blasts started shooting by from further down the canyon. Miko saw that the Autobots had used this distraction to return fire. Arcee and Optimus aimed carefully at Bulkhead's captors and managed to shoot enough of them off to allow him to break free. Once Miko maybe eye/optic contact with Bulkhead, she got into Airi's alt, relieved that he was alright. Airi pulled away from Dreadwing and began driving back to the other Autobots. Miko was safe. That was all that mattered.

Miko looked through the back window and saw Bulkhead lifting Wheeljack on his shoulder as the Autobots provided cover fire for the four of them. She sat back in her seat, breathing deeply in relief.

"Thank Primus."

Airachnid hugged Miko with her seatbelt, feeling the same thing she was feeling.

"It's gonna be okay, Miko."

Miko held Airi's steering wheel, letting herself cry on front of her new friend. She lowered her head so Airi couldn't see her face.

" _Thank you, Airi...Thank you, so much._ "

Airi tightened her belt slightly, hoping to comfort Miko. She didn't like to see her cry. She'd much rather have her acting loud and obnoxious than this. But all that mattered to her now was getting her back to base and away from danger.

Airi was getting closer to the others, just a little further. But Dreadwing would not allow it. In his aerial alt, he was descending upon Airachnid, opening fire as he did. Airi swerved out of the way to avoid being shot, only to be put in the path of another Vehicon. Before she could stop or evade, the drone kicked Airi's alt hard enough to send her car tumbling backwards until it landed against a rock. The drone was shot down, but others held the Autobots from trying to get to her.

Airachnid groaned as she tried to collect herself from the impact. She hadn't been damaged much, but it had left her disoriented. Then she noticed the still form of Miko.

"Miko?" Airi said in panic.

Miko wasn't moving and Airi saw that the side of her head was bleeding down her face. That's when she noticed the small amount of blood smeared on her window.

"Miko?! Miko!" Airi cried. "Miko, Miko wake up! Please, please wake up!"

Miko remained unresponsive so Airachnid checked her vitals. She was still breathing, but she needed a doctor. But the suppressive fire from the armada wouldn't let her try to reach Optimus.

"Come on, Miko, stay with me. We're going home and we'll get you fixed up. You just have to open your eyes."

Airachnid was struggling to hold herself together, but seeing Miko bleeding an unmoving was bringing up painful images in her head.

"Don't do this to me, Miko. We just became friends." Airachnid was pleading. "Please, open your eyes."

Suddenly, the shooting stopped. Airachnid didn't question it and was just about to go to the others. But when she turned her car around, she saw Dreadwing in front of her with his massive sword. He held it overhead with the blade down to run through her. She transformed quickly, holding Miko in one of her arms.

"Please don't, Dreadwing!"

Dreadwing stopped what he was doing, purely out of shock.

"Airachnid?!"

Airi remained on her knees, holding the injured Miko protectively.

"It was _you_ this whole time? What are you doing here?"

Dreadwing lowered his weapon, but not out of mercy.

"You've changed your colors and your alt. What are planning, traitor?"

"I'm not planning anything, Dreadwing."

"You lie, Airachnid! You are up to something and it involves that human no doubt! Tell me what it is before I take your helm, just as you took Breakdown's!"

Arachnid's purple optics widened suddenly.

"I...killed Breakdown?"

Dreadwing was growing more confused the more Airachnid spoke. She was not acting like the self-serving traitor he knew her as. It was here that he noticed the Autobot sigil on her chassis.

"You! You've become one of them!"

"Dreadwing, wait!"

"I will bring you back to Lord Megatron in pieces, you disloyal turncoat!"

Dreadwing raised his sword and Airachnid hunched herself over Miko.

"Do what you must, Dreadwing. But I beg of you, don't harm the human."

Dreadwing stopped himself again in pure shock. Since when did Airachnid care about humans? And since when did she beg for anything? He paused long enough for Airachnid to look up and see the confusion in his optics...and the hesitance. Could it be?

Whatever Airachnid was thinking was interrupted by someone tackling Dreadwing to the ground. Airachnid snapped out of it and saw Bumblebee trying to hold him down.

 **"Go now, Airi!"**

Airachnid quickly transformed and drove for the Autobots who now had a ground bridge opened up. Dreadwing was able to knock Bumblebee off of him, but the scout transformed as well and tailed Airi.

"You cowards!" Dreadwing yelled as they all drove through the vortex and escaped.

The ground bridge shut itself and the Decepticons were left with nothing to show for their efforts. Dreadwing was vexed beyond limits. He had failed his mission to Lord Megatron, all because of her. He could only hope that the knowledge of her alliance would at least be of some use to Megatron.

"Soundwave, I require a bridge. Inform Lord Megatron that I have some...disturbing information for him."

As Dreadwing waited for the bridge to appear, he began to think of the femme who had just escaped him. Airachnid was a traitor in every sense of the word. She conspired against Lord Megatron, sought to abandon him when Unicron had reawakened, taken the life of Breakdown, even attempted an attack on him with her Insecticons, and now she had joined the Autobots. So why didn't he finish her when he had the chance? Why did he hesitate? Airachnid had tricked Breakdown by feigning a surrender and killed him. But for some reason, this instance seemed real to Dreadwing?

This thought process went on until the ground bridge opened up. Dreadwing decided to think no more of it. Airachnid was going to pay for betraying the Decepticon cause. She was not going to escape punishment for her crimes against Lord Megatron. Dreadwing would see to that himself.

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The Autobots came into the base one after the other. Ratchet immediately took Wheeljack to the med bay, but he kept focused on Airachnid in the hopes that Miko was safe. Sierra, Jack, and Raf were doing the same. Airachnid and Bumblebee were the last ones in. Airachnid immediately transformed, revealing the injured and unconscious Miko in her servo. Raf grabbed Sierra's hand instinctively as Jack and Sierra both gasped loudly.

"Miko!" Bulkhead cried as he rushed to Airachnid.

Jack quickly began calling his mother. Bulkhead was about to take Miko, but Ratchet beat her to it. He knew just enough about human biology to try and keep her stable until June arrived. Airachnid kept her worried optics on Miko until Bulkhead walked up to her looking for confrontation.

"What happened?!" He demanded.

"I...I..." Airachnid's weak voice barely managed.

The way she shrunk in Bulkhead's presence made him pull back immediately. He didn't expect a reaction like that from her. He expected her to be just as confrontational as Airachnid the 'Con would, not like she was when June came to base that day. Suddenly, Bulkhead felt like the bully he was being and decided to back off.

Optimus knew that Airachnid was not to blame. He also knew who was.

"Smokescreen!" He commanded.

"Sir!" The rookie replied.

"Once again, you have put one of the children's lives in danger with your carelessness."

"Wha...What did I do?"

Arcee stepped forward.

"You let Miko follow into open battle. How could you be so irresponsible?"

Bulkhead's earlier aggression was back and directed at Smokescreen.

"Miko almost got killed out there because of you!"

"Hey, I wasn't the only one she gave the slip."

"But if you had been paying attention, you coulda' stopped her!" Bulkhead yelled. "Now look at her!"

Smokescreen looked on in guilt but his and everyone else's view was obscured by Airachnid standing by the med bay. They all walked up to see if she was okay. One look told them that she wasn't.

As Ratchet did his best to stabilize Miko, Airachnid watched with bated breath. Her Optics screamed anxiety, her mouth covered by her servo, and her free servo fidgeting nervously. She looked ready to break down in tears at any moment. Ratchet got a look at her and forced himself away from Miko for a moment.

"Airachnid, I'm doing everything I can for her. She's going to be alright, I promise." He said softly as he touched her shoulder comfortingly.

Airachnid moved her mouth to speak, but had trouble with her own nervousness.

"Just...just help her, Ratchet...Please." She quietly pleaded.

"I will, Airachnid."

Ratchet went back to what he was doing while Airi remained where she was. Everyone at base was as worried for her as they were for Miko and Wheeljack. The other three humans were at her pedes already.

"Airi..." Sierra said. "It'll be okay."

Airi looked down at Sierra, who looked ever so worried. Jack was the same, wanting to comfort her somehow.

"My Mom's on her way. She'll take care of Miko." He said.

Airi turned her focus back to Miko. She couldn't stand it, to see her like this. And if June was on her way, she couldn't take her hateful glares right now. Without thinking, Airi transformed and drive right out of the base.

"Airi!" Sierra worryingly called.

"Let her be, Sierra." Optimus spoke. "She will be fine. She just needs to be alone right now."

Bulkhead walked up and sat just close enough to Miko to keep an optic on her while Ratchet continued to work. Arcee placed her servo on his shoulder.

"I'm a jerk, ain't I?" He asked.

"True...but why?" The femme asked.

"Because...Miko's alive, thanks to her...and I treated her like the enemy."

"Then just say you're sorry like she wanted...ya'know...after she wakes up."

"Yeah...I owe her that much."

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Megatron was horribly quiet after being told by Dreadwing what had happened in that canyon. The warlord wasn't happy in the slightest. The death of his primary Insecticon had still gone unanswered, Optimus and the Autobots had escaped yet again, and of course, Airachnid had not only returned, she was with the Autobots.

"Soundwave."

The spymaster gave his Lord his attention.

"My Insecticons, are they still under my command?"

Soundwave pulled up live footage from the hive that they had formed on the ship. The Insecticons were still resting and awaiting orders. Megatron observed the footage closely. When they had ceased their attack against the Nemesis, Megatron realized that Airachnid was either killed or put in stasis lock. But if she was still alive and moving around, why hadn't she taken control of her hive? Megatron had no idea what to make of this, but he knew what must be done.

"With the traitor, Airachnid's, control over my Insecticon army, she cannot be allowed to remain alive. From this point forward, locating her is a priority. She is to be killed on sight and her remains disposed of. Under no circumstances is she to be brought aboard this vessel, alive _or_ dead. She cannot be allowed take control of the Insecticon Hive. As such, they will remain aboard the Nemesis. No one is to inform them of their 'Queens' returns. Is that understood?"

"Yes, Lord Megatron." Both Dreadwing and Knockout answered while Soundwave motioned the same.

"I expect her to be found before the week is through. Get to it!"

Megatron went to his quarters, leaving everyone to follow his command.

"Never thought the Autobots were so forgiving, especially that two-wheeler." Knockout commented.

Dreadwing stood beside Soundwave as he searched for signs of Airachnid. But what Knockout had just said made him question everything about earlier once more. Airachnid was not acting like her usual, sadistic self. True, she may have been playing defenseless to lower Dreadwing's defenses, but even that was uncharacteristic of her. She knew of Breakdown's attraction to her and used that against him, but she couldn't possibly think that Dreadwing would fall for the same thing, could she? And what of her desire to protect the human femme? Airachnid could never pull off acting such as that, even with a blaster to her head. She showed pure and genuine fear for the organic's life. She never valued life of any kind. She hunted indigenous species as a hobby. And while it was possible that the cloaking device of the Nemesis prevented her from communicating with the Insecticons, Dreadwing wasn't so sure that's why she didn't make an attempt. And then there was the moment he mentioned Breakdown's death. Her reaction to it was...odd, to put it lightly. She acted as if it was news to her, like she didn't remember. Her reaction in itself was abnormal. She took his death as a tragedy and seemed horrified to know that it was her behind it. What was going on with that femme? Did she lose her memories? Had the Autobot's brainwashed her somehow? Dreadwing was lost in his own head until one very important question came to mind.

"Why couldn't I finish her?"

Even if she had forgotten her past or was brainwashed, none of it mattered. It didn't wash away all the things she had done against the Decepticons and Lord Megatron. Her forgetting her crimes didn't magically bring Breakdown back from the dead any more than it brought Skyquake back. She was still a traitor to the cause and still very dangerous. He shouldn't have hesitated to kill her right then and there.

So why did he hesitate? What held him back?

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"His honor..."

Airachnid sat in a nearby cave as she was left her own thoughts. One thought in particular wasn't allowing itself to be ignored. Dreadwing had her right where he wanted her, at his mercy. And yet...he faltered. It was just for an instant, until Bumblebee came to her rescue.

"You're a Decepticon, Dreadwing, but you _are_ the same."

He was the same, a warrior with a code, a code that kept him from harming the weak and defenseless, that wouldn't allow him to kill someone who couldn't fight back, even if they had it coming. Airachnid had always wondered if Dreadwing himself was worthy of being a Prime just as Megatronus was. But this Dreadwing was a Decepticon, where his code of honor would be of no use to him. But he didn't discard it, he still held on to it.

"Don't, Airachnid." She said to herself.

This hope had hurt her before. Starscream's cowardice and apathy towards his brothers deaths had only served to make her miss her old comrade even more. It would be foolish to think that Dreadwing could be led away from the Decepticons, especially with his loyalty. She tried to force this hope away, but she couldn't let it go. If there was even a slight chance that she could get Dreadwing back, she needed to take it.

Airachnid tried to think of something else before she drove herself crazy. Unfortunately, that led to what she was trying to ignore with the thought in the first place, Miko. The worry from earlier was back in full force. Thankfully, enough time had gone past that maybe June was finished and it was safe to go back. Hopefully, Miko would look as if she was sleeping and not fighting for dear life. Airachnid transformed and headed back to base.

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As Airachnid drove through the tunnel back into base, she passed June's car going in the opposite direction. She dared not look into the driver's side to see June's untrusting face. But if June was leaving, then that meant that Miko was okay. Airachnid pulled into base to see most of Team Prime waiting by Miko's bedside. Bulkhead was so focused on best friend, that he didn't even notice Airachnid come in. Optimus and the rookie, Smokescreen were not seen. Smokescreen was most likely being reprimanded for allowing Miko to follow him. Airachnid felt bad about him being held responsible. He was right, Miko managed to sneak by all of them. She could by quite stealthy when she wanted to be. Bumblebee had taken Rafael home already, but Jack and Sierra were still there. Airi walked up to the both of them on the platform.

"You okay, Airi?" Sierra asked.

"I'm better now, Red. Thank you."

Even in light of recent events, the two of them could always make her smile. Jackson stepped forward.

"Airi, Mom said Miko's gonna be okay."

Even though she never doubted the nurse for a second, Airachnid was relieved to be proven right.

"Listen, we waited for you to come back to let you know." He continued.

"Let me know what, Jack?"

"Arcee's gonna take Sierra home. Optimus wants you to stay here tonight."

Airachnid was confused by this.

"For what?"

Both Jack and Sierra looked uneasy.

"Fowler's on his way. Optimus needs him to explain Miko's injuries to her host parents without exposing you guys. That means...Optimus is gonna have to tell him about you." Jack explained.

Airachnid understood what that meant. Agent Fowler was no doubt aware of the Decepticon Airachnid and all the things she's done. He was going to have to meet with Airi to make sure she was who she claimed and not a threat to the children. Fowler was going to interrogate her.

"I see...but what about you, Red?"

Sierra wasn't sure what Airi was asking.

"If the Decepticons know about me, it won't be long before they begin looking for me...And I'm afraid those three Vehicons remember the both of us from the day I brought you here."

Neither Jack nor Sierra had thought of that.

"I can't leave you unprotected, Sierra."

Optimus had come into the main hall, overhearing the conversation.

"You needn't worry, Airachnid."

They all turned to face the Prime.

"Bulkhead has already offered to watch over Sierra while you remain here."

All three of them were shocked to hear that.

"All he asks is that you...forgive him for being unfair."

Airachnid looked over to Bulkhead, who appeared to be talking to Miko. She must've woken up just now. As much as she wanted to go and talk to her, she decided to let him have his time with her. Airi never thought that Bulkhead would accept her in any form. These Autobots continued to surprise her.

"Bulkhead will remain here until Miko is moved to Jasper General, then he will assume his watch at Sierra's home. Fowler should also be arriving shortly. Jack, Sierra, Arcee will be taking you both home in a moment."

"Thanks, Optimus." Jack said.

"Thank you, Sir." Sierra followed.

"You are both welcome."

Before he left, he said one more thing to Airachnid.

"When you have a moment, I wish to talk with you in private."

Airachnid watch the Prime leave, wondering what he wanted with her. Airachnid turned back to Bulkhead and Miko, seeing the Wrecker getting up as he kept talking to Miko.

"Jackie's been worried about you. I'll let'em know you're awake."

"Thanks, Bulk. Please, come back before they move me."

"Don't worry, Miko. I'll see ya' before you go."

Bulkhead began walking towards the living quarters down the corridor where Wheeljack was resting. He averted his gaze from Airachnid, purely out of shame. He still owed her an apology for the way he acted towards her, or at the very least, a thank you. Jack and Sierra ran up to Miko to make sure she was okay. Airi got a glimpse of her on the human berth. She was so pale, so weak, but she was smiling.

"Hey, guys." She groggily said.

"Hey, Miko. How are you feeling?" Sierra asked.

"Like I hit my head really hard." She replied.

"Miko." Jack began. "You can't keep running into the thick of things like that. You almost got killed this time."

"I know, Jack. I'm sorry."

Jack had to take a step back. Did Miko just say that she was sorry?

"I just was so worried about Bulkhead. I thought he'd get hurt again, just like with the Tox-En. Is...is Airi okay?"

Miko turned her head to see Airi watching from a distance.

"Airi." She called a little stronger, her smile getting bigger.

Airi smiled back and walked over to the berth. She knelt down to look at her more closely.

"I'm glad you're alright." Miko said.

"So am I, Miko. I was so worried about you."

Miko looked regretful.

"I'm sorry for scaring you like that. I didn't mean to make you sad. You always look so sad. I don't want to be the reason why."

Airi's face fell.

"Oh no, I'm doing it again." Miko said.

"No, Miko...I...I'm sorry I let you get hurt."

Miko took a few weak breaths.

"But you saved me...You saved Bulk."

Miko lifted her arm. Airi gave her one of her digits to hold.

"Remember when I said that 'Con Airachnid wasn't _our_ Airachnid?"

"Yes."

"Well, that's because... _you're_ our Airachnid."

Airachnid felt a jolt in her spark as Miko touched her with her words. Airi pulled her digit away to brush some of Miko's hair out of her face.

"Rest now, Miko. I'll see you when you when they let you out."

"You promise?"

"Of course."

Miko began fading back into slumber and Airachnid let her sleep. Airachnid truly felt like a part of these human's lives now. She left the three alone to go back to her quarters. She knew she was in for a long night when Fowler arrived. For now, she was emotionally exhausted and just needed to rest.

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Jack and Sierra had already come into her quarters to say their good byes for the night. She waited for Fowler to show up and begin questioning her. She wasn't looking forward to that. She never learned of his fate back in her world, she realized. She'd assumed that he was likely dead. She just hoped that it was painless for the old agent.

"Airachnid."

Airachnid saw Optimus Prime in the doorway.

"Is he here?"

"Not yet, but he should be arriving any moment. He has already provided a cover story for Miko's injuries. She will be moved shortly and Bulkhead will go to Sierra's home for the night."

"Thank you, Optimus."

The Prime did not leave, however. Airachnid could tell that something was on his mind.

"Is there something wrong, Optimus?"

"In a way...there is. May I?"

"Sure."

Optimus entered Airachnid's room.

"I would like to thank you for taking it upon yourself to bring Miko back to base safely."

"There's no need to thank me, Optimus. I just did what any of you would've done were you in my place...Optimus, Miko running through the bridge was not entirely Smokescreen's fault."

"I have already spoken with him. Tempers were high when we had all returned to base, but I understand that he was simply the most recent among us to be unable to stop Miko from doing what she does. I have not reprimanded him any further. However, his previous restrictions are still in effect. The youngling still has much to learn."

Optimus' face became a bit more concerned. Clearly, this was not what he wanted to talk about.

"Airachnid, there is something that I have wanted to ask you for some time."

"What is it?"

Optimus walked over to the far wall, deep in his own thoughts.

"I have been watching you closely since you have arrived at our home, listening to your words carefully. In doing so, I have come to ask myself many questions...and come to many conclusions."

Airachnid became tense. Where was he going with this?

"The first night you were here...I overheard you talking to your counterpart."

Airachnid figured it out right then and there. She knew that he heard what she said.

"You mentioned Jackson... _your_ Jackson...You mentioned losing him."

Airachnid lowered her head, not wanting to meet the Prime's gaze if he looked at her.

"Furthermore, it seems that whenever you are around the children, your behavior exhibits signs of loss."

She was clenching her fists, unsure of what was going to come of all this.

"And today, when you saw Miko in her injured state, you were on the verge of panic. After witnessing all of this, I can only come to one conclusion."

"Optimus." She said in a pleading tone.

Optimus was hesitant to say it out loud, fearing of how she would react. But he needed to know the truth.

"Jackson, Miko, Rafael, and Sierra...they are longer with you, are they?"

Airachnid turned away from Optimus, holding her arms tightly.

"No." She lowly said.

"I...I see. They are dead." Optimus said stoically to hide his sadness.

Airachnid could've just left Optimus with that much knowledge, but after everything he has done for her, she didn't want to keep lying to him.

"They're all dead...The humans _and_ the Autobots."

Optimus was prepared to hear about the children, but not that. Airachnid had not only lost her human companions, but her team as well. But that could only mean...

"You...you are...the only survivor?"

"Yes...In my world, I was the last Autobot on Earth...The Decepticons defeated us, Optimus...We lost...Earth was conquered."

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 **And now the hard truth has been told.**

 **I'm sorry for the confusion. My last chapter of Old Nightmare said Tuesday, my profile said today, and I meant to upload this tomorrow. I got my days all mixed up. This is the last of what I've written during my hiatus. I'm already working on the next Old Nightmare and will try to get it up before the week is over.**

 **So, Airachnid rescues both Miko and Bulkhead, but Miko isn't returned unharmed. I really wanted something to happen to make it clear to Optimus that Airachnid had suffered worse than he and Ratchet had realized. Miko's injury wasn't too terrible, but it was enough to make poor Airi assume the worst. Bulkhead, by now, realizes that Airi isn't who he thinks she is and will properly come around next chapter.**

 **Miko had already accepted Airi last chapter, but now they have a friendship solidified. Airi's beginning to find a home with this Team Prime. Meanwhile, Dreadwing is beginning to question himself and his inability to kill Airachnid. Before you start shipping them, I am not pairing the two.**

 **So, Airachnid told Optimus the hurtful truth about where she comes from. Now Optimus know why she's so sad all the time. The next chapter will reveal how some things happened, but it won't reveal everything. I intend to explore that further in a later chapter or set of chapters. Either way, it's gonna be a long one.**

 **Well, Optimus learns what happened to Airi's team and then she has to deal with Fowler. I hope you guys enjoyed the read and I will return and become more powerful than you can ever imagine. Cheers, until then.**


	10. Chapter 10

Fowler had not yet arrived at Outpost Omega One. As Optimus waited for him to make an appearance, he listened as Airachnid spoke about the demise of the people she had called her family. Her world was lost to the Decepticons. Her team, both Cybertronian and Human, were taken away from her, one by one at their servos. Optimus did not ask how they had gone, not wanting to know those details. He knew that Airachnid did not wish to go into specifics either. Just telling him the simpler version was painful in itself for her. She had kept her back to him, to keep him from seeing her in the state that she was in. Cybertronians were not like humans, capable of crying. But there were other signs that showed their emotions, shaking, straining of the voice, hurt expression. Optimus knew that Airachnid was showing all these signs. How could she not? Who could go through what she had and not feel the pain she felt? All of this brought on by Decepticons that wore the faces of those that were a part of _his_ family...and it all came down to one factor.

"Red energon." He said to himself.

Airachnid had taken the brief moment of silence that Optimus had given for her to collect herself. Now that she appeared to calm down some, she was able to continue.

"I'm not sure if it was Wheeljack or Ratchet, but they discovered another use for it besides making them move faster. I don't how they did it, but they managed to create an arsenal that was powered with it. They were far superior to our built in blasters or anything we had at our disposal. We... _we didn't stand a chance_."

She was becoming emotional again. Optimus didn't want to continue, but he needed to know one thing before they were finished.

"Where could they have gotten such a surplus of red energon? Is it much more common in your world than it is in this one?"

Airachnid calmed herself again.

"No...It's still a very rare substance and still very volatile. It's because of this that the High Council had any and all red energon that was found be sent to Pyrovar where Trannis would keep it stored away safely. Over time, it became a stockpile."

"Pyrovar...New Kaon." Optimus deduced.

Airachnid became confused, having now learned something new of Cybertron's alternate history.

"The war had taken a turn for the worst and Trannis could not risk it falling into the Decepticon's servos. So he launched it into space, hidden inside a vessel carrying hazardous materials and set on a course for the nearest star. Somehow, Ultra Magnus had intercepted it and brought it to Earth. Optimus ordered the production of weapons that ran on it. That's when everything started to fall apart."

Airachnid still hadn't turned to face Optimus. Somehow, he knew she felt ashamed for what happened in her world. He felt that she had no need to, but he understood how survivor's guilt can affect someone. Optimus understood now why she often behaved the way she did.

"Airachnid."

"Optimus."

"We should wait for Agent Fowler in the main hall. He will arrive at any moment."

Airachnid looked over her shoulder and seemed to agree with Optimus. That was enough reliving the past for one night and there was no need to cause her any more pain.

"Alright, Optimus."

Airachnid was about to leave but stopped at the doorway.

"Optimus...you can't tell them about this, any of them, especially Jack and Sierra."

The Prime understood why she wanted to keep them from the truth. The two humans worried for Airachnid enough as is...and perhaps, she feared of losing their faith in her should they learn of their fates in her world.

"As a Prime, I give you my word."

"Thank you."

They left together and started walking to the main hall in silence. The night was not over for Airachnid, unfortunately. She was going to have to endure the suspicion of Agent Fowler for the next hour or so while he determined for himself if she could be trusted. After everything that happened, it wasn't fair that she would have to face more suspicion from another human ally. But it had to be done. Optimus took comfort in knowing that most of Team Prime had come to accept Airachnid. If only June would come around as they did. If she knew of what Airachnid had suffered, perhaps she would not be so hostile towards her. But Optimus would not betray Airachnid in such a way. He gave her his word that he wouldn't tell anyone the truth. Primes never break their word and he would not be the first.

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Jackson and Arcee pulled into the Darby House garage. Even though they arrived a little later than usual after dropping Sierra off at her home, they were well within Jack's curfew, in which June had become less lenient about ever since finding out about Airi. Jack dismounted Arcee and removed his helmet. His mind was still back at base with the weakened Miko and the worrisome Airachnid. It seemed that Jack got more than just his looks from his mother. Arcee was able to pick up on Jack's worry.

"Jack?"

"Yeah?"

"You okay?"

Jack sighed as the exhaustion of everything that happened today had settled in.

"I'm fine, Arcee. Just a little worn out."

"Crazy day today, huh?"

"Understatement of the century."

"You're worried, aren't you?"

Jack placed his silver helmet on the desk by Arcee.

"Yeah."

"About Miko or Airachnid?"

"Both."

"They'll be fine, Jack. Miko's being taken care of and Airachnid...Well, if she could handle Hardshell, she shouldn't have a problem with Fowler."

"Yeah, but...What if Fowler doesn't trust her? What would happen if he thought she was too dangerous to be around us?"

"Then Optimus would set the record straight. Fowler may be our handler, but we do things _our_ way. As long as we're keeping ourselves secret and not getting any humans killed in the process, he has nothing to say about the way we handle things or who we handle them with. You don't have to worry about Airachnid getting exiled from Earth or anything. Fowler doesn't have that kind of power."

Jack was glad to hear that. Arcee was right. Optimus trusted Airi with no uncertainty and he would stand in her defense if Fowler had any issues with her stay. But he knew that Fowler would put up a fight against it and Airi didn't deserve to be treated like the bad guy any more than she already has been.

"It's just not fair, ya'know? Airi shouldn't have to keep proving to everyone that she's not a Decepticon."

"You're right, Jack, it' not fair. But once Fowler accepts that Airachnid is here and isn't a threat to anyone, she won't have anything else to prove. Bulkhead trusts her, Bumblebee trusts her, and Optimus and Ratchet both know that she's okay. Smokescreen is the only one of us who hasn't really come around, but he still has to prove himself anyway. He's not gonna cause any trouble for Airachnid. Plus, all of _you_ guys are really close to her."

"Not all of us." Jack said

Arcee sighed.

"Yeah...I know. Your mother will come around eventually, Jack. It just might take a little longer than we want it to."

Arcee, even with the difficulty she faced with Airachnid, had also felt that June was unfair to her that day. But, at the same time, she also knew how hard it was to look past what Megatron's torture expert had done to the both of them. Part of her wanted to try and talk to June herself, speaking to her as someone who was hurt by the other Airachnid as she was. But June and Arcee were similar in many ways. They were both very protective of Jack and very, often ridiculously, stubborn. June was going to have to come to her own terms in her own time. No one could force her to see things their way.

Jack leaned up against Arcee.

"What about you, 'Cee? Do you accept her?"

"I trust her if that's what you're asking?"

"Really?"

"After what I saw today, Jack, any doubt that might've been floating around in my head is gone. No one could fake that kind of emotion and the Airachnid I remember would never put another life above hers."

Jack smiled when Arcee told him that. If she could accept Airachnid, who's to say his mother couldn't, even if it took a while.

"So, do you consider her a friend?"

Arcee didn't want to burst Jack's bubble, but she never lied to him before.

"She's not my enemy...Lets leave it at that for now."

Jack was slightly disappointed, but he really couldn't ask for more of Arcee.

"Fair enough, I guess."

"It's getting late, Jack. Get some rest."

"Sure thing, Partner."

Jack walked up to the door, but stopped as he thought of something. There was a question he had wanted to ask Arcee for a little while now, but he was hesitant to actually ask her.

"Hey...Arcee?" He began as he turned back to her.

"What is it, Jack?"

Jack motioned himself to ask, but stopped himself.

"You okay?" Arcee asked.

"Yeah, I just...well..."

Arcee moved forward in her alt, a little concerned.

"What's wrong, Partner?"

Jack realized that he couldn't make himself go through with what he wanted to ask her and decided to leave it alone for now.

"It's nothing, Arcee. Forget it."

This, of course, raised concerns and suspicions in Arcee.

"What's going on, Jack? What are you're not telling me?"

"It's...It's nothing, just something really stupid."

"Is it about Sierra?"

Jack backpedaled quickly.

"No! No, not Sierra. It's...not important."

"C'mon, Jack. It's important enough that you brought it up."

"Just forget I said anything."

Arcee felt a bit offended that Jack wouldn't tell her what was up, but she decided that she could shake him down over it later.

"If you say so."

"Anyway, good night, Arcee."

"'Night, Jack. Sleep well."

"Thanks."

Jack walked into his house and leaned up against the door, wondering what he was trying to do back there.

"That was dumb of you, Jack." He said to himself.

It really was in his eyes. Jack liked that he was a bit mature, that he did some things the way adults would. But what he was about to do before he stopped himself, that was just childish. He knew that Arcee cared about him. She was the big sister he never had. But ever since Airi told him twice that she loved him, he kept wondering if Arcee felt the same way. Deep down, he knew that she did. She wouldn't have gotten so worked up when Airachnid had almost hunted him down in the forest, or so upset with him when he went into the battle with Smokescreen if she didn't. But for some reason, some childish reason, Jack wondered why she never told him so. Airi and her Jack were close enough that she felt comfortable saying it to him, even though he was a different Jack. He wondered why he and Arcee weren't as close as Airi was with her partner. It really seemed stupid the more he thought about it. Neither Airachnids hid what they felt about anything. The Decepticon was always very open about the horrible things she wanted to do to Jack, while the Autobot was never afraid to express her pain or joy.

Arcee was different. Arcee kept herself guarded. Even after she accepted Jack, after she came to see him as family, she always hid her vulnerability. She would put on a cold front for the sake of herself and the team. She was Optimus' second in command, so she couldn't afford to let her emotions get the best of her. She _had_ to be tough, to be hard. But the few times she let her weaknesses slip through, she felt okay to let Jack see them. He and Optimus were the only ones she would allow to see her in such a way. That should've been enough for Jack. But still...he wondered if she would ever be that comfortable that she would say such a thing to him.

By now, Jack was sitting down in front of the door and he knew Arcee could detect him on the other side. No doubt, she was wondering what he was doing. This would end up being talked about again in the morning, he was sure.

Jack got up and began to walk to his room. When he got to the kitchen, he was surprised to see that his mother was sitting at the table.

"Mom?"

"Hey, Jack."

This was unexpected, but really shouldn't have been. It would make sense that June would've left early after what happened today. Jack went into the kitchen and sat down at the table, across from June.

"Hey...What are doing home so early?"

"When Miko was brought in, my supervisor suggested I take the rest of the day once I was sure that she'd be okay."

"Oh...Well, that's good. She's alright."

"Yeah, nothing broken or anything. That head wound's gonna slow her down some for a little while."

They sat quietly for a moment, a very large elephant sitting in the room with them.

"What happened, Jack?" June asked very seriously.

Jack sighed, knowing his mother wouldn't like his answer.

"Miko ran through the ground bridge again."

June quietly sipped her tea, not saying anything for a moment.

"I let you go over there every day because Optimus assured me that you'd be safe. But after today, I'm beginning to wonder just how safe you are."

"Mom..."

"Miko could've died, you know that. She could've broken her neck or suffered serious brain trauma."

"I know, Mom. But..."

"The Autobots are supposed to protect you four, even from yourselves."

She closed her eyes as she drank her tea again. Jack knew this maneuver. He knew when she was about to lay down the law.

"I'm not sure I want you going back there anymore, Jack."

"Mom." Jack said with a little bass in his voice.

"Jackson." She returned the same way. "I've made up my mind."

"Mom, you can't keep me away from the 'Bots."

"Oh, yes I can. I'm your mother. Until you're 18 and out on your own, I have final say in everything you do."

Jack was taken back. That was a very uncharacteristic response.

"Mom, we go to the Autobot base because it's where we can be safe from the Decepticons. Arcee can't stay here with me all day and without her, I'll be exposed."

"From what I can see, Jack, they aren't doing that great a job protecting you there either."

"Look, what happened today...That shouldn't have happened. And I promise, we're all gonna be keeping a closer eye on Miko."

"This is not up for debate, Jackson. I said you're not going back and that is the end of it."

June got up with her tea and went to leave the kitchen. Jack moved in front her.

"Mom, wait."

"I'm going to bed, Jackson."

"Just hear me out."

June humored Jack for a moment.

"Alight, I'm listening."

"Okay...Miko was really scared today. She thought that Bulkhead was about to die and she panicked."

"And the other hundred times she's run through the ground bridge?"

"That's done, Mom. After today, none of us are putting up with that anymore. Bulkhead said so himself. Between him and Airi..."

June scoffed and looked away with pure contempt in her eyes. Jack figured it out right there.

"That's what this is about, isn't it? You're just trying to keep me away from her."

June moved around Jack quickly.

"Goodnight, Jackson."

"Mom, that's _not_ fair. Airi was the one..."

"Goodnight, Jackson!" June repeated harshly before going into her room.

This battle was done and lost. Jack just stood there in the hallway, coming to the realization that he was now banned from base for the foreseeable future.

"Scrap." He said to himself.

He was about to go into his room, but realized that he needed to let Arcee know that he was on house arrest at the moment. He walked into the garage, knowing full well that Arcee had heard the whole thing.

"Hey, Arcee."

"Hey, Jack...You okay?"

"You heard everything, didn't you?"

"Yeah...Your Mom's just scared. She'll come around after she's had some time to cool off."

"I'm not so sure, Arcee."

Jack sat down against the door while Arcee transformed and kept herself crouched in front of him.

"When my Mom puts her foot down, she lets me know why it has to be that way. She just tried to use what happen to Miko as an excuse to keep me away from Airi. She must've been thinking about this since she saw her that day."

"I guess you're right. Look, I'll try and talk to her the next time I see her."

"Thanks, but I don't know how well that would go. Mom's really digging her claws deep on this one. I just...If she only saw what we saw today."

"She will, Jack. She can't stay away from the base forever. Remember, she enjoys being around Optimus."

"Don't remind me. I guess you're a solo act for now, Arcee."

Arcee sighed.

"I'll stick around unless Optimus really needs me."

"Arcee, you really don't have to."

"Yes, I do. After what happened with Silas and Airachnid, I _won't_ leave you alone during the day. Besides, June said you can't come to base. That doesn't mean we can't go out a burn rubber like we normally do."

Jack cheered up considerably, much to Arcee's delight.

"Guess we still have that."

But then Jack's expression fell when he realized something.

"Airi's gonna be really upset when she finds out, though."

Arcee stopped her expression from changing, wondering what it was she just felt.

"Yeah, I guess...Hey, Jack?"

"Yeah, Arcee?"

"What did you want to ask me earlier?"

Jack sighed in exhaustion.

"It really was nothing, Arcee. Just forget about it. Anyway...I'll see you tomorrow."

Jack got up and left Arcee in the garage. The femme didn't transform back, sitting up against the wall instead. She found it really weird that Jack had something he felt he couldn't talk to her about...and it was a little upsetting. They were partners, there was nothing they couldn't talk about with each other. Jack never hid anything from her, whether it was about girls or his mother or even his admiration of Optimus. So why was he so distant about this, whatever it was? He'd brought it up, only to disregard it. What was going on with him?

Arcee found herself wondering if he would ask Airachnid instead of her. Then she stopped herself. She felt it again and this time she knew what it was. The thought of Jack trusting Airachnid, Airi, more than her made her feel just the tiniest bit threatened. It couldn't be that. Arcee was _not_ that kind of femme. She'd have to be pretty petty to think that way, which she wasn't. Arcee let the thought go as quickly as it came, but then it came back just as quickly as it left. No, she wasn't, not even a little. Arcee was _not_ jealous of Airachnid...was she?

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"Alright, next question."

Airachnid stood against the wall, wishing that Jack and Sierra were there with her. Fowler had spent the last hour questioning her about everything, from the world she came from to the choice of her alt. Every question was laced with suspicion, which made Airi more uncomfortable as they went on.

"Why did you attack Arcee when you came to this...let's say 'realm'?"

She had already explained the circumstances that led up to that brief scuffle with Arcee to Fowler which she was certain Optimus had also explained before.

"I had just saved Jackson from a group of Vehicons and gotten him to safety. Arcee, believing that I was the Airachnid from _this_ realm, attacked me out of fear for his life. I, in response, attacked her for the same reason. We went it for a few moments until Jackson came between us."

"Mm-hm." Fowler replied as he wrote something down.

Airachnid glanced over to where Optimus and Ratchet were watching the two of them. Optimus looked sympathetic to Airachnid's current position while Ratchet looked unhappy about what was happening.

"Let me ask you this, then?" Fowler took back her attention. "Why did you kidnap Sierra Maxwell and bring her to the Autobot base?"

"I've already explained to..." Ratchet interrupted with a rise in his voice.

"Ratchet." Optimus stopped him as he held his arm over him.

"It's alright, Doctor." Airi assured. "Like I've told you before, Sierra is also a member of Team Prime in my world. I saw her while I was being pursued by a group of Decepticons and instinctively grabbed her to get her to safety."

"In doing that, you not only put her life in danger, but you also exposed another civilian to the Autobots." Fowler said with accusation.

"Agent Fowler, that is not..."

"Do you agree, _Airachnid_?" Fowler cut him off.

Airi shrunk beneath the harshness of this human.

"Yes."

Fowler stared her down for a few seconds, not faltering as she was unable to meet his gaze.

"Tell me your intentions with Jackson Darby?"

"My intentions?"

"Yes. Prime tells me that you and Jack have been getting awfully cozy with each other, spending some time together away from the others. Your twin sister back there has had a bit of a history with our boy, Jack, and the idea of you trying to get close to him raises a few suspicions. Why are you so interested in him?"

Airachnid's expression changed from nervous to angry. How dare he accuse her of wanting to harm Jack? Any other time, she would give Fowler a piece of her mind, but her partnership with Sierra rested on the outcome of this session.

"He was... _is_ my partner. In my world, he is. I care for him...greatly."

"Mm-hm, but Optimus says that you're not going back anytime soon. You don't seem all too broken up about that."

Airi looked away, wondering if she should just tell him what she told Optimus.

"I've already accepted that it's beyond my control."

"Okay."

Fowler wrote down a few things in his notes. Airi wanted to be anywhere but here. She wanted to be on a drive with Sierra, having a conversation with Jack. Scrap, even being stuck in his garage while she could hear the two mating in his room was more enjoyable than this. Fowler examined his notes for a few moments longer than normal before he continued to question Airi.

"Airachnid...tell me about Megatron in your realm."

Airachnid steeled herself. She needed to keep herself in check if Fowler said anything against her commander and Prime.

"His name is Megatronus...and he is a Prime."

Fowler looked up in true surprise.

"A Prime?"

"Yes...And he is as worthy of that honor as Optimus Prime himself."

Airachnid ignored the skeptic look in Fowler's eyes, preparing herself for the next insulting question.

"Okay, tell me about him."

Airachnid pulled back, tensing up noticeably. She didn't expect the interview to go in this direction, nor did she wish it. Optimus stepped forward this time, knowing that this was a difficult subject for Airachnid.

"Agent Fowler, this is not relevant to the situation."

"I disagree, Prime." Fowler replied. "If she answers to ol'Buckethead in the Twilight Zone, I wanna make sure he ain't a mass murdering warmonger like the one we know."

The lack of respect angered Airachnid, but she kept herself in line by telling herself that she understood.

"Like I said, Megatronus is a Prime. You cannot become a Prime if you are anything less than honorable and brave. Megatronus would give his life for any Cybertronian or Human. He'd fight for the safety of any being that is being oppressed or led astray. That is _my_ Megatronus. He is _not_ a warmonger."

Optimus let himself smile as Airachnid spoke of her esteemed leader. Megatronus sounded like the old revolutionary he remembered from before the war, before he became intoxicated by his own power. Unfortunately, Optimus would never have a chance to meet him.

"Well, he sounds like quite the leader." Fowler said with some respect. "But that brings me to my next question. What would you do if you ran into Megatron, as in the leader of the Decepticons?"

Airachnid became tense again. This was the one kind of question she'd hoped he wouldn't ask. Both Optimus and Ratchet looked on with slight worry, knowing that this wasn't a fair approach.

"I...I'm not..."

Fowler cut her off.

"You want to be part of the Autobots in this world, don't you? That would mean taking on the 'Cons who look like your buddies in this other world you come from. Isn't that right?"

"Y-Yes."

"So what happens when it comes down to you against them?"

"Agent Fowler, she stood against Dreadwing to save Miko?" Ratchet stepped in.

"She didn't fight him, though. I want to know if she can, if she's capable of telling the difference between them and her friends."

"I know the difference, Fowler." Airachnid said lowly, thinking of Starscream.

"So if Megatron had Jack in his left hand and June in his right with intentions of killing them both, would you kill him to save them."

Airachnid paused for a moment, not out of any doubt, but to erase the image that Fowler had put in her head. She already had memories of their deaths haunting her mind.

"Yes, I would...Without a second thought." She said darkly.

"Well, it may come down to that, Airachnid." Fowler said as he stood up.

Airachnid internally sighed in relief. It looked like they were finished.

"I guess we'll see how true your words are then. I'm not saying I don't trust you..." His tone betrayed that statement. "But I think about you surrounded by enemies who look like your teammates and you standing by the Autobots who look like your Decepticons, it'd be too easy for you to pick the side you're more familiar with."

Optimus and Ratchet became shocked at Fowler's statement while Airachnid looked horrified by the implication. Did he really think that she would betray them like that? The anger in her face made Optimus worry that she may lose her temper. To her credit, however...

"Are we finished, Fowler?" She asked harshly.

"Yeah, we're finished. You can go now."

Airachnid wasted no time and walked out of the main hall, down the corridor, stomping her pedes in frustration. Ratchet motioned himself to follow her, turning back to Fowler before he did.

"I hope this proved to be useful to you, Fowler." Ratchet spit at the Government Agent.

Ratchet disappeared down the hallway and Optimus turned to Fowler with intentions of giving him a piece of his mind. But when he saw the aging liaison, he seemed...regretful.

"I'm sorry about all this, Prime. I know that wasn't easy to watch."

"It is not my comfort that concerns me, Agent Fowler."

"Yeah, I know...The situation is unprecedented. Ain't every day we meet an Autobot that looks like a 'Con we know, one of the really bad ones at that. I know what I was doing wasn't fair, all those questions. But I had to push her hard and see how she pushed back. It's an old interrogation trick."

"And what have you decided about Airachnid after the way you have treated her?"

Fowler sighed in exhaustion.

"That's not the same spider-bot that June described to me. Either that, or she's a really good actor."

Optimus was relieved to know that Fowler was no longer suspicious of Airachnid. Fowler gathered his things and started walking up the stairs to the elevator.

"I'll let the higher ups know that uh...'Airi' is alright. But Prime, you gotta keep a good eye on her."

Optimus looked up to Fowler in confusion.

"Even on a Cybertronian, I know a damaged individual when I see'em. She's got problem, Optimus, and she needs help."

Fowler took the elevator up to the top of the base, leaving Optimus alone.

"Far more than you know, Agent Fowler." He said to himself.

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Ratchet walked up to the doorway of Airachnid's quarters, seeing the femme pacing back and forth in an attempt to calm herself. She had every right to be angry. After all that she'd been through, for Fowler to imply that she would betray the Autobots, the humans, for Megatron? If Optimus hadn't been there, Ratchet would have verbally torn him apart.

"Airachnid."

Airachnid turned to face Ratchet with frustrated emotion. She calmed herself when they faced each other, only for her to get riled up again.

"Frag him!" She said a bit louder than intended to say. "I saved Miko, I saved Jack. I have nothing to prove to him!"

"You're absolutely right, Airachnid." Ratchet said.

Airachnid scoffed at the wall.

"Betray the Autobots because the 'Cons look like my team...Is that what he really thinks of me? Jack, Sierra, Miko, Rafael, does he really think I would turn my back on them?"

"I'm sorry about all that. Believe me, I would've put him in his place if Optimus had allowed me to."

Airachnid calmed down again.

"So what do you think will happen now?"

"Airachnid, whatever Fowler tells his superiors won't matter in the slightest. If he or they have any ideas of sending you off, or Primus forbid, try to take you prisoner, neither I nor Optimus will allow it."

Airachnid turned back to face Ratchet, very surprised by what he was saying.

"I don't mean to sound like a Decepticon, but there's very little the humans can do to us to force us to give up one of our own."

Airachnid had to make sure she heard that correctly.

"Our own?"

"Of course. Like you said, you saved Miko and Jack. You fought alongside Bumblebee against Hardshell and you stood up against Dreadwing, exposing yourself to the Decepticons as a result. No Decepticon would go to such lengths to deceive us."

Airachnid thought for a moment and took a seat on her birth. She wanted to thank the medic for his kindness. But there was something else on her mind.

"When did this begin, Doctor?"

"When did what begin?

"Why did you suddenly start being so kind to me? It wasn't because of the things I'd done. This has been going on before that?"

Ratchet seemed uneasy with the question.

"Do I really need to a reason to not treat you like an enemy?"

"No...and I appreciate that you don't. But you were as untrusting as anyone else when I first arrived here...and then one day, you just changed. What brought that on?"

Ratchet sighed when he thought about the events that made him realized how unfair he was being.

"It started the day you ran into Starscream."

"Oh."

Airachnid's mood lowered a little. Thinking of that day always brought her down.

"When Jack explained to us what happened and we acted...uncaring to your troubles, he called us out pretty loudly, made us all feel like sparklings. I don't know if he picked that up from his mother or Optimus. But what really made me change my tune was the day you brought Sierra here."

Airachnid payed closer attention.

"We learned a little more about you that day and began seeing the real you behind all the tension between us. I..."

Ratchet was hesitant to continue, not knowing if Airachnid knew of what he knew.

"I realized by then that something was off about you. Not something that made me distrust you, but rather...I noticed the pain you were hiding."

As Ratchet expected, Airachnid looked away.

"I don't know what you and Optimus talked about earlier, but I have a pretty good idea of why you act the way you do around the children. I don't want to know what really happened in your world. I just hoped that being a little kinder to you would help you feel more comfortable while we figured out what to do."

It made sense to Airachnid. The way he reassured her when Miko had gotten hurt, it was like he knew why she was so scared.

"Thank you, Doctor."

Ratchet chuckled to himself.

"You're the only one who refers to me that way, besides Nurse Darby.

Ratchet was about to leave, but one question kept burning in his mind. He forced it away, having no real desire to ask it or have it answered.

"Is something wrong?" Airachnid asked.

"No, No...I..."

Airachnid had a feeling of what was bothering the old medic.

"You...you wish to know about yourself in my world, yes?"

Ratchet looked at Airachnid and thought for a moment.

"No...I'd rather go the rest of my life without knowing anything about what kind of Decepticon I am in your world."

"Oh...okay."

But Ratchet hadn't left.

"Except..."

Airachnid gave him her attention again.

"Whatever happened...Did I do it? Did I hurt any of them?"

Airachnid could see the weight of the question and how it burdened him so. Thankfully, the truth would remove that burden.

"No, Doctor...The Ratchet of my world did nothing of the sort."

She saw the weight lift from his shoulders as he sighed in relief.

"Thank Primus for that. Thank you, Airachnid."

Airachnid smiled in response and Ratchet left her quarters. As he did, he passed Optimus on his way in. They exchanged nods, indicating that Optimus was going to talk to Airachnid about what he and the medic had discussed days earlier.

"Airachnid?"

Airachnid looked up to see Optimus Prime in her doorway.

"May I come in?"

"Sure." She said as she stood up.

"I...apologize for Fowler's behavior."

"Don't be. He was like this in my world, wasn't very trusting when we first came to Earth either."

"Even so, I wished to see if you are alright."

"I'm fine, Optimus. Thank you for worrying about me."

"I am glad to hear it and you are welcome."

Airachnid smiled at Optimus, but took notice that he had not left her yet.

"Airachnid, there is something I must discuss with you."

Taking note of Airachnid's worried expression, Optimus took the time to reassure her.

"You needn't worry, this is not about Agent Fowler or his superiors. However, it does concern your place here at Outpost Omega One."

"My place?"

"Airachnid...Before today, I feared that finding enough red energon to send you home would be unlikely. Now that I know the truth about your home, I see that...you have no home to return to."

Airachnid's usual face of sadness was seen once again and the femme sat back down on her berth with her helm held low.

"Yes."

"I am sorry that you have lost so much in your own world. I cannot begin to imagine what you must go through every day."

Airachnid awkwardly held her left arm and looked off to the side.

"It's been a horrible year for me. Knockout was the last one to be taken by the Decepticons. After I lost him, I..."

The shame was still there, even now, the shame of her giving up.

"I lost the will to live."

"And that is why you attacked the Decepticon mine. You were seeking your own death."

She shut her eyes tightly, feeling so ashamed of herself for ever falling so low.

"Y-Yes."

She lowered her helm again so Optimus could not see her face.

"I just wanted to see Jackson again. I wanted to be with my family. I was tired of being alone."

Despite not knowing her for very long, it saddened Optimus to see one so broken and hurt by loss. Hopefully, his next words would lift her spirits.

"You are not alone anymore, Airachnid."

Slowly, she lifted her helm to look at Optimus, her purple optics wider than he had ever seen them.

"What?" She asked lowly.

"I cannot give back what you have lost, but I can give you a home with people who care about you."

Airachnid was getting the idea of what Optimus was saying.

"Optimus."

"Airachnid, if you so choose, I ask that you stay here in this world and become a permanent member of Team Prime, as well as Sierra's guardian."

Airachnid sat straight and covered her mouth with both servos. The shock had rooted into her core. Never did she expect, even after all of his kindness, that Optimus would let her into his family as one of his own. It took a few moments for her to truly understand what he was giving her, for her to calm her spark and give her answer. Optimus remained silent the whole time.

Airachnid did not answer verbally. The femme stood on her pedes and walked over to the Prime. She stood before him for a moment or two and as best as she could with her smaller size, she embraced her new Prime, resting her helm against his spark chamber.

" _Thank you, Optimus. Thank you so much._

Optimus was caught off guard by this. None of his subordinates had ever shown him such affection or appreciation, not even Bumblebee. Though he felt awkward by this act, he did not push her away. The Prime slowly lifted one of his larger servos and placed in on the compartment of Airachnid's back. As strange as this felt to Optimus, for someone with the face of an enemy to hug him like this, he was all too happy to give Airachnid this happiness.

They stayed this way for a few moments, neither saying a word. Finally, Airachnid pulled away. She didn't meet the Prime's optics, most likely out of embarrassment.

"I'm sorry. I don't know where that came from."

"You needn't be, Airachnid."

Airachnid slowly looked up at Optimus with a genuine smile on her face.

"Thank you."

Optimus looked back at her, noticing how different she looks when she's happy.

"This is your home now, Airachnid, and we are your family. And you have my word as a Prime that we will not allow this world to fall to the Decepticons."

Optimus touched Airachnid's shoulder gently, reminding her, for a moment, of the few times Megatronus had shown her such comfort.

"I promise you, Airachnid."

Airachnid looked up and nodded her helm at Optimus. The Prime left her alone in her quarters with her own thoughts. She sat back down on her berth, thinking about what this all meant to her. This world was her home now. Sierra would be her partner from now on. And Jack...he would remain in her life just as he was in her world. The joy she felt in her spark seemed so foreign to her, it actually frightened her. But she didn't let it scare her away.

She had the children and the Autobots were beginning to trust her. And even though she missed her old Team Prime and would never forget them, she would go on living for them. After a year of nothing but pain and loss, Airachnid was finally at peace with herself. She wanted to live, to fight, and to protect what was given back to her. And this time, nothing would take it away.

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Somewhere in the dark reaches of space, far away from either Earth or Cybertron, lied a dead planet. There was a time where this planet was brimming with organic life and perhaps even an advanced society. But the star that had given this planet life had burned out eons ago, leaving it but a cold husk of dirt and rock. But for a Cybertronian like Shockwave, it was just rough terrain to explore.

He didn't travel alone. He was accompanied by a being from a forgotten era, cloned from the CNA left behind after their extinction. It was a large creature, larger than any Cybertronian by a wide margin. A winged beast that looked more animal than mech, this was known as a Predacon and was Shockwave's loyal companion.

As the two searched the valley of this lifeless planet, Shockwave kept focused on his radar. He was picking up a powerful signal, perhaps it was what he was looking for. The pair came to a blocked passage, far too high for any mech to climb. Shockwave, however, had a different idea.

The Predacon didn't need to be asked and lowered his body for Shockwave to mount. Once he was secured onto his back, the Predacon took off and began flying up to the top of the blocked passage. The animalistic Decepticon possessed incredible speed and quickly reached the top before Shockwave could finish his thought.

They landed at the edge of what looked like a giant natural wall of some sort. Shockwave walked over to the edge of it to see what was on the other side. When he rested his single optic on what was below the wall, the energon tracer he was holding fell from his only servo.

It started off as an experiment during Cybertron's golden age, but was abandoned when it appeared to have been a failure and forgotten over time. But with the fall of Cybertron, Shockwave set out to find the dead planet and see if it had been a failure as was once believed. Now, he saw that the old team of researchers had foolishly given up too early.

It was a field that stretched as far as his optic could see, a field a red energon crystals. All this time, this treasure was hidden away, waiting for someone to discover it. Now that Shockwave had located it, he would put it to good use. He had many theories and ideas for this rare substance, experiments to find better uses than just simply making one move faster than sight. Whatever came of his experiments, he knew one thing, this was going to change to course of the war in favor of the Decepticons.

"Come, there is much to be done." He said to his Predacon clone.

Shockwave mounted the Predacon again and the two flew down to begin mining and digging the energon together.

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 **You thought I would end this chapter on a good note?**  
 **So, now we know how the Shattered Glass Decepticons got the upper hand in Airi's world. I know that I'm taking artistic license with red energon, making them able to power weapons and ground bridges, but I didn't want to just make up my own little thing to give them to edge. There's a trope for that. I forget what it's called.**  
 **Anyway, we also have a bitter moment with Jack and June. Now, I'm not trying to make June unlikable. What she's doing is wrong, there's no question about that. But she's doing it out of fear for her son's safety. Her overprotective tendencies are just causing her to act irrationally right now. We'll dive a little deeper into that next chapter. But there's also some bit of trouble going on with Arcee. One of you mentioned that Arcee should feel a bit concerned about Airi and Jack getting so close and I touched upon that in this chapter. Again, something that will be addressed in later chapters.**  
 **Now, Fowler was being a huge jerk to Airi, but that was purposeful. I figured that he would trust Optimus' judgement of Airi but just wanted to see her react under pressure. Still, his questions cut a little too deep and it led to another moment with her and one of the Autobots. Remember a few chapters ago, Ratchet wondered who it was that caused Airi so much pain. This was something that has been keeping him up at night for a while now.**  
 **We ended that part of the chapter on a good note with Optimus offering Airi a permanent home with Team Prime. I figured that the Autobots had accepted enough to welcome her to the team and most of the humans had already shown to care about her. Even though Airi is still dealing with some stuff right now, she should be a lot happier now that she has a family again.**  
 **But because I can't resist spoiling sweet moments, Shockwave and the Predaking have come into the picture. At this moment, the Predaking isn't actually the Predaking yet, as he had not evolved and gained a bipedal form. And of course, they just found a huge ass supply of red energon. It is going down.**  
 **It's gonna take some time before the real action kicks off, but the plot is finally moving after ten chapters. For now, I hope you enjoyed this one and I'll be back the week after next for the eleventh chapter...hopefully. Anyway, I'll see you guys then. Read, review, comments, and peace out.**


	11. Chapter 11

_Every Friday at midnight, Saturday morning technically, Airachnid would take her partner, Jackson Darby, out for a ride. When it first started, it started simple. They'd drive around the outskirts of Jasper, check out other nearby towns, or just explore Nevada and see how far they could go and what the could find. That got boring, so they started using the ground bridge to explore other areas around the world. They began in the States, but soon began going to other countries and touring these foreign lands by road. It wasn't like a vacation thing, where Jack would get out and see the sights. The two of them just liked driving around at a relaxing pace and taking in the views. This night, they were in Newcastle, driving along the southern outskirts, just below a small town and just above the ocean. Jack loved towns like this, so close to the water. He often told Airachnid of his wish to buy his mother a house on the beach if he ever made enough money. That was her Jack, a small town boy with a big heart and a sense of adventure too big for a place like Jasper. Only tonight, Jack was off in another world._

 _Airachnid and Jack had been partners long enough that they knew how to read each other well. Jack being this kind of quiet was a sign of something troubling him, but it was a different kind of trouble. He looked calm, but his heart rate was slightly elevated. Earlier that night, Jack had been a half hour late for their weekly drive, very uncharacteristic of him. Airachnid knew that her partner would never hide anything from her if she asked what was wrong. The two came upon a cliff side that overlooked the ocean and decided to stop and enjoy the view. Airachnid pulled up to the cliff and opened the door for Jack. The quiet teen sat upon the hood of her car, something only he was allowed to do._

 _"Jack, is something wrong?"_

 _"Airi?" There was something in his voice, an uncertainty she had never heard before. "Can I ask you a question?"_

 _"Of course you can."_

 _"Have you ever had a boyfriend?"_

 _The question surprised Airachnid, not expecting that to be bothering her partner. She knew that boyfriend was human term for mech sparkmate._

 _"A few, actually."_

 _"Really?" Jack said with a slight chuckle._

 _"What? You don't think I had a life on Cybertron? You think I couldn't get a 'boyfriend'?"_

 _"Something tells me you had more than a few admirers back on your planet."_

 _"And why do you say that?"_

 _Jack suddenly became flustered._

 _"Uh...Well..."_

 _She got him, again. Airachnid never missed an opportunity to set Jack up to be teased._

 _"I mean, by Cybertronian standards...I guess you could say that you would be considered...attractive."_

 _And now the fun part._

 _"Jack, are you saying that you find me attractive?"_

 _"What?...Um...I guess?"_

 _"You guess? You don't think I'm beautiful?"_

 _"Of course, I do, Airi." He said quickly._

 _Airachnid feigned a gasp._

 _"Jack." She said with acted emotion._

 _"Not_ that _way!"_

 _"In_ what _way, then?" She responded, faking like she was offended._

 _"I meant...Your alt's beautiful."_

 _He was making this too easy._

 _"Oh, so I'm just a pretty car, is that it?"_

 _"No, Airi, that's not what I meant. If I were an Autobot, I'd think you were gorgeous."_

 _That one actually surprised Airachnid, but not enough to stop teasing him._

 _"Not that I think you aren't because I'm human. Oh God, I said that out loud, didn't I?"_

 _"Jackson, you're making me blush. You really think I'm gorgeous?" She exaggeratedly said._

 _She increased the heat of her alt just to drive the charade even further. Jack was beginning to look nervous._

 _"A-Airi, hold on." He said as he got off of her hood to face her. "Let's not get ahead of ourselves. We're partners, sure, but...Wait, you don't blush."_

 _Jack deflated as Airachnid started giggling. He figured it out._

 _"Having fun?" He responded._

 _"You are_ so _cute."_

 _"Stop that. You're making it worse." The red faced teen said in embarrassment._

 _"I'm sorry, Jack. You just...You make it so easy, I can't resist."_

 _"Yeah, Yeah. Laugh it up." Her partner responded as he walked to the edge of the cliff._

 _Making sure there were no prying eyes or optics around, Airachnid transformed and moved behind Jack. The femme smiled softly as she pulled Jack into her embrace. The teen surrendered to her affections without complaint._

 _"Lighten up, Jack. I only do it because you're my favorite human."_

 _"Whatever." He said in an uncaring way, though his half hidden smile said otherwise._

 _"So, why are you asking about my old sparkmates?"_

 _His earlier deep look returned._

 _"I just...What kind of mechs were they?"_

 _Airachnid was even further confused by these questions._

 _"I mean, were they good, were they bad? What made them good or bad or just okay? What did you do together? How did they treat you?"_

 _"Jack, where is all this coming from?"_

 _"I..."_

 _Jack seemed like he didn't know what to say. His heart rate had elevated even higher._

 _"So, a couple a nights ago, you know, that thing with Arcee?"_

 _Airachnid's mood changed when she thought about that motorcycle glitch that wanted her and Jack dead._

 _"Sierra wanted see if I was okay and...we got caught in the moment...I kissed her."_

 _Airachnid gasped to herself._

 _"_ Jack _."_

 _"I don't know what got into me...I...We ended up not talking the rest of the day or the day after. But today...we decided to, you know, give it a shot."_

 _Airachnid understood what she was just told._

 _"Wait, you mean you..."_

 _"Yeah. We're dating now..." Jack said with a nervous smile. "And I don't know what I'm doing."_

 _Many things that had been puzzling Airachnid about those two suddenly made sense now. Jack and Sierra were both acting strange when they left the Ark tonight. She heard him talking to someone as she waited for him before they went out. It was probably her. Jack was now in a relationship with someone that Airachnid knew he'd been harboring feelings for...and had no experience in that field._

 _"Oh, Jack."_

 _"I've wanted this since the 9th grade. I'm happy, but I'm freaking out. I don't know the first thing about being a good boyfriend. She called me earlier and I didn't know what to say to her. It was...kind awkward...So, what do I do, Airi?"_

 _Jack looked back at her with eyes that begged for some kind of answer._

 _"How do I make her happy?"_

 _Airachnid wanted to help Jack, but she was at a loss. She had no idea what Earth customs were when it came to human couplings. The only thing she knew that humans in relationships did with each other, she hoped that Jack wouldn't rush into that with Sierra right out the gate, considering what it often led to._

 _"Jack...I..."_

 _"I know, things were different on Cybertron. But...what did_ your _boyfriends do? The good ones, the ones you really remember, how did they make you happy or make you smile? What made you care about them?"_

 _It was so refreshing to see that young humans went through the same troubles Cybertronians did in their youths and that for all of Jackson's maturity, he was still just a confused kid at heart._

 _"Well, Jack, what made me fall for them may not be the same as what makes Sierra fall for you. We are not the same type of femme and I don't mean our species. Sierra's likes and dislikes, those are all things you have to learn on your own."_

 _Airi placed her servo on Jack's shoulder._

 _"You're both new to this, so things are gonna be a bit...odd at first. But you'll get the hang of it. Before you know it, you'll both know what the other is thinking without having to say anything. If you guys are really good for each other, you'll figure it out. Don't try to force anything, just let whatever is suppose to happens happen. If things don't go the way you want them to, well it_ will _hurt, but it'd be worth it."_

 _Jack was visibly thankful for Airachnid's advice, but still unsure about it all._

 _"And as for you being someone who can make Sierra smile, well, you're already that someone."_

 _Jack looked up in confusion._

 _"I'm actually surprised that_ you _made the first move. Me and Starscream thought that it'd be Sierra who got you."_

 _"What are you talking about?"_

 _"Come now, Jack. You've never noticed how much she blushes when she's around you? Why do you think we call her 'Red'?"_

 _"B-Because of her hair?"_

 _Airachnid smirked as she shook her head. This was a shock to Jack, a ton of bricks, as humans would say._

 _"Oh, man."_

 _"She's had feelings for you for a long time, Jack. You've already found your way into her spark. All you have to do and make that feeling grow until you become someone truly special to her. From what I see, you're already halfway there."_

 _Jack sat down in front of Airachnid._

 _"I just don't want to ruin this before it even starts. Now that I'm her boyfriend, I need to know the things I can and can't do anymore."_

 _"See now, there, I can help you."_

 _"Really?"_

 _Airachnid's smile was her answer. She transformed back into her alt and opened the driver door for Jack._

 _"C'mon, Jack. Let's enjoy the rest of the night in this wonderful place while I give you a few pointers on how to act around your new girlfriend."_

 _Jack got into Airi's alt and propped himself up at the wheel._

 _"Where would I be without you, Airi?"_

 _Airi buckled Jack in and tightened her belt firmly against him, her way of hugging him in this form._

 _"You'd still be stuck inside that shell you once had. I'm glad I was able to break you out of it."_

 _Jack affectionately stroked the steering wheel._

 _"Thank you, Airi."_

 _"I'm happy for you, Jack. I truly am."_

 _The midnight drive continued as Airachnid began to help Jack with his new relationship._

 _::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::_

 _It was about 3 in the morning when Jack and Airachnid made it back to his home. They talked for a long time about him and Sierra, what to do, what not to do, and the like. Airachnid told him about her past partners and sparkmates, teasing every so often just to see him fluster up. Jacked talked about his hopes for him and Sierra. Jack really cared about her, Airachnid soon realized, maybe even enough to be with her and only her until the very end._

 _Not a minute after they pulled into the garage, Jack's mother, June Darby, walked in from the house with a very stern look on her face._

 _"Oh, no." Jack said._

 _"Uh-oh." Airachnid followed._

 _"Yeah."_

 _Jack stepped out to greet his mother, but was stopped before he could get a word in._

 _"Four in the morning, Jack. Even for a weekend, that's pushing it."_

 _"Sorry, Mom. I totally..."_

 _"Lost track of time? Couldn't call to let me know you're alright?"_

 _Whenever Jack was embarrassed or in trouble, he would rub the back of his head, just as he was doing now._

 _"I know. I'm sorry." Knowing what was coming next, Jack sighed in surrender. "How long am I grounded for?"_

 _June was about to answer him._

 _"June, it was my fault." Airi cut in._

 _"Oh, don't worry. I hold you equally responsible, Airachnid. Did you forget about the talk we had after that incident with Arcee just the other day?"_

 _There wasn't another human alive that could make Airachnid feel as small as June did._

 _"No, I didn't, June. But, go easy on him. Things are...changing right now."_

 _"What do you mean by that?"_

 _"Look, me and Jack just had a really long talk tonight and we lost track of time. I'm sorry, June. I should've brought him home sooner."_

 _June seemed to submit for now, but Airachnid was not foolish enough to think that it was over. June looked over to Jack, who was beginning to look tired._

 _"Go inside, Jack. We'll talk about this in the morning."_

 _"Okay."_

 _Jack walked over to June and kissed her on the cheek._

 _"Sorry again, Mom."_

 _"You better be."_

 _"Love you."_

 _"Love you more, sweety."_

 _Jack looked over to Airachnid, the grateful look on his face visible enough for June to catch it. Nothing ever got past her._

 _"Thanks again, Airi."_

 _"Remember what I said, okay?"_

 _Jack smiled._

 _"Goodnight." He said as he walked to the door.  
_

 _"Goodnight." They replied in unison.  
_

 _Jack went into the house, leaving June with Airachnid._

 _"Airachnid, what's going on? What's changing?"_

 _"He's changing, or at least, he will be soon."_

 _"What do you mean?"_

 _"I'll let him tell you himself...He's growing up on us, June."_

 _June began looking at the door to the house, a solemn look on her face._

 _"He grew up a long time ago, Airi, and it happened way too fast. I feel like I missed it."_

 _It was_ all _too fast for Airachnid. That was something she realized early on when Jack became her partner, that human lives are tragically short. In just a few decades, while Airachnid is still in her prime, Jackson will be an old man, June would be gone, and two new generations of humans would have already been born. A lifetime for a human was only a single vorn to her...and that scared her. She could protect Jack from Arcee, but she couldn't protect him from time. Rather than let it hold her back, she cherished the moments she had, such as this one. Jack had found his first love. She knew that this would be a moment that she would remember._

::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::

She did remember that moment, enough to have it replay during recharge. Only this time, she wasn't sad upon waking up. There was still some longing for the old days, but this time was different. Remembering the conversation she had with Optimus the night before, Airachnid could only smile. Jack, Sierra, Miko, and even Rafael were a part of her life again. She had friends in Bumblebee and Optimus and the others had at least accepted her. Airachnid was at peace for the first time in over a year. Hopefully, things could stay this way for a little while.

The day was boring, but Airi had learn to appreciate the boredom. It was far better than constantly fearing for her life. She walked into the main hall where the Autobots were gathered with Optimus stood facing them all.

"Airachnid, good of you to join us."

Every optic turned to her, making the femme feel a tad embarrassed. She had come out of recharge too late, or slept in as humans would say. She couldn't remember the last time that happened. Airachnid walked in the middle of the group, not receiving any looks of distrust from a single one. This was a welcomed change from before. She gave Optimus her full attention and received a caring smile in return. It felt good to have a leader again, especially one as trusting and kind as Optimus.

'Never thought I'd say that.' She thought to herself.

"Autobots." Every mech and femme gave the Prime their fullest attention now. "In regards to Miko Nakedai's condition, I am pleased to inform you that she will make a full recovery."

An ease came over the base as this had hung itself over everyone's helms the whole night. Airachnid saw that Bulkhead looked ten times better than he did yesterday.

"Though her injuries were indeed serious and life threatening, they were nothing that could not be treated. Unfortunately, Miko will have to remain hospitalized for a few more days. In addition, Agent Fowler informs me that her host parents will be enforcing strict guidelines regarding her life outside of school. She will more than likely not be coming to base for the time being."

That was a downer for Airachnid. She was looking forward to spending some time with Miko. Bulkhead seemed to be unhappy about this as well, much more than Airachnid.

"Aw, man. What am I suppose to do without my girl?" He complained.

"Perhaps you could take inventory of our energon like you were suppose days ago." Ratchet suggested.

Bulkhead was about to quip back at the medic, but Optimus looked to have something much more serious to say.

"In light of this unfortunate event, it has become apparent that things can not remain as they are. What happened yesterday can not happen again."

Optimus was very intense when he spoke. Ratchet seemed unaffected by it, most likely because they must've discussed the matter the night before.

"When we brought our human companion into our base and our lives, it was for their own protection. As their guardians, it is our duty to ensure that they are safe from harm, even by their own actions, be it running through the ground bridge and into battle, or engaging in illegal activity such as street racing. I am calling for you all to maintain closer watch over your charges. We must remember that brave as Jack, Miko, Rafael, and perhaps Sierra are, they are still humans in their youths and unprepared for the war that we have brought to their planet."

A dark expression came across Optimus face. He seemed unable to look anyone in the optic.

"We have lost many of our own in battle. I do not wish for our human friends to be among them."

The Autobots were no doubt caught off guard by Optimus' sudden change in demeanor, but Airachnid knew where it came from. After what she had told him last night, the Prime was not taking any more chances.

"There is also the matter of Airachnid's safety."

Again, everyone turned to Airachnid, putting her in an unwanted limelight.

"Optimus?" Airachnid confusingly said.

"I have no doubt that Megatron has been informed of your existence and that he believes you to be the same Decepticon who has betrayed him. He will be looking for you, not only because of your counterpart's history with him, but also because of the threat you pose to his army. Airachnid of the Decepticons held a mental connection to the Insecticon Hive which is now under Megatron's command. There are many reasons for him to come after you."

Unfortunately, Airachnid remembered the repercussions of last night. The Decepticons were now after her, which meant that...

"I understand, Optimus."

"I'm sorry, Airachnid. I know that this is difficult for you, but I also know that you will do what is necessary if it ever comes to that."

Airachnid slowly nodded her head.

"I will, Sir."

"Regardless, be very careful and mindful of your surroundings. Be ever watchful over Sierra."

"Yes, Sir."

"The same goes for all of you. Megatron has known of our allies for quite some time, but he has not yet learned of their locations or ours. We must protect these secrets."

"Understood, Sir." Arcee replied.

"Gotcha, Boss." Bulkhead followed.

"You are dismissed."

And with that, the Autobots scattered about. Airachnid noticed Bulkhead glancing at her, but turned away quickly. She wondered what that was about, but payed it no mind. There were other things to worry about right now, like preparing herself for the inevitable. She was a member of Team Prime now, permanently, meaning she couldn't stay on the sidelines anymore. This meant that she was going to have to face this world's versions of her Team Prime, including Megatronus and Starscream. As difficult as it was, as painful as it would be, if she was going to protect Sierra and the others, she would have to be ready to kill them. Primus give her strength when she comes to that bridge.

::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::

The last five minutes were always the longest. It's strange, really. If Jack ever woke up an hour before his alarm was set to go off, it went by in less than a second. But when he sat in the confines of his classroom or was stuck behind the register at K.O. Burger, minutes felt like hours. The human brain could be a real fragger sometimes. But he was too lost in thought to really care about the last 4 minutes and 50 seconds of his school day. He was too busy thinking about Airachnid and Arcee.

To his surprise, his partner hadn't brought up the conversation they didn't have last night. When she took him to school this morning, he was certain she would push him to ask what he wanted to ask her. This made Jack worry, however. If Arcee wasn't asking about it yet, it was because she was mulling it over just like he was. Eventually, she would want answers and she would be very persistent, assertive even. Things would be getting awkward between the two very soon, Jack feared.

"Why couldn't I just keep my big mouth shut?" He muttered to himself.

4 minutes and 30 seconds.

"Screw you, clock." Jack mumbled.

Airachnid was an even bigger concern for him, especially when she learned that he wouldn't be coming to base today...or ever, if his mother had her way. Jack tried not to worry about the new Autobot, but there were too many reasons to do so. He had no idea how her interrogation with Fowler had gone and she was already pretty rattled by what happened to Miko. Last time Airachnid got this overwhelmed, she held Jack for at least twenty minutes. She probably had a really hard time last night and it would most likely carry over to today. Jack knew that she would be counting on him and Sierra to lift her spirits. Knowing that he wouldn't be there would most certainly lower her considerably and knowing why would outright hurt her. As much as Jack wanted this school day to end, he wasn't looking forward to breaking the news to Airi. It'd be better that she was told right away instead of waiting for him to show up after work. Jack wouldn't lie to her either. Even though he could convince her that June had forbade him only because of Miko, he wouldn't lie to his friend. But it still bothered him to no end that his mother wasn't even trying to understand what Airachnid was going through. It just wasn't fair.

4 minutes and 3 seconds.

"I hate you." Jack said to the clock.

::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::

Seven hours later, but actually only four minutes, class was over. Jack took his time going down the hallway, debating with himself mentally about what to do. As he absently walked the halls, he failed to hear the calling of Team Prime's newest human.

"Jack."

Jack was startled and turned to his left to see Sierra smiling quite happily. She was in a good mood today.

"Oh hey, Sierra."

"Hey, whats up with you? I called you like four times."

"Oh, sorry...Really, long day today."

Jack was forced to pick up his pace as Sierra walked beside him. She seemed to be walking a bit close.

"Tell me about it...Worried about her too, huh?"

"What?"

"I mean Airi, ya'know, last night."

"Oh...Yeah, big time."

Jack was able to worry a little less. Sierra worrying about Airi meant that they were getting pretty close. Maybe she could cheer Airachnid up without him.

"How do you think it went?" Sierra asked.

Jack didn't want to think about how Fowler must've treated Airachnid.

"I'm not sure, Sierra."

Sierra sighed in worry, but then seemed to be thinking to herself.

"Hey, Jack?"

"Yeah."

"So, I'm gonna ask Airachnid if we could go for a ride in the city, ya'know. I've never seen Las Vegas."

"Really? That's awesome."

"Well, I'm doin' it more for Airi than myself. Thought it might take her mind off of Miko and everything else."

"Yeah, that might be a good idea. I was gonna go visit her, but Mom says she's gonna be in an out on meds."

"I know...kinda not ready to see her like that...Anyway, I wanted it to just be me and her, but if you want...I mean, _if you_ want...you can come with us."

Jack stopped for a moment and looked to Sierra who looked away quickly. Unfortunately, that wasn't an option for Jack.

"Look, Sierra..."

Jack didn't realize that they were already outside with all their partners waiting for them. Just as Jack thought, Airi was there.

"I mean..." Sierra continued on. "We could wait for you to get out of work...if you're up for it."

This made Jack feel bad. He guessed that Airi would want Jack with her today after everything that happened. Was Sierra counting on him to go with them. Jack didn't want to tell her no because he would have to give her a reason. And with Airi right there, he would have to tell her too. Jack didn't know what to do.

"I don't know, Sierra." Jack hesitantly said. "I'll call you from work. Go on ahead, okay."

Sierra looked a bit disappointed, which made Jack feel worse. He didn't know what he was hoping for, putting what he had to do off like this.

"Oh...Okay, Jack. See ya' later."

"Yeah, later."

Jack watched as Sierra walked away and got into Airachnid's alt. There was a visible change in expression while she was inside, clearly surprised that Airi had come to get her. Jack looked over to Arcee who was patiently waiting for him, no doubt wondering what he was doing. Jack took a small breath and pulled out his phone. He dialed the number to his bosses office.

"Hey, Mr. Nelson, it's me Jack...Listen, I have a family emergency and can't make it to work today...Yes, this is more important than my job...Fine, cut my hours, whatever, but I'm not coming in...Whatever you say, sir." Jack hung up the phone. "Jackass."

Jack finally walked over to Arcee and mounted her alt.

"You're not going to work today?" Arcee asked.

She must've been able to hear him, even from over here.

"No...Don't really feel like being there right now."

"Good...You don't belong in that place anyway. I'll never understand why humans willingly consume such garbage...So, home?"

Jack thought for a moment, even though he had already made a decision when he called his boss.

"No...Let's just go to base."

"Jack, your mother said..."

"I know, Arcee, but I can't just stop showing up all of a sudden. Besides, Mom's working a double tonight and she won't be back until after twelve. We'll leave earlier just to be on the safe side."

"You're playing a really dangerous game here."

"I know, I know."

"I don't like lying to your mother, Jack and if she finds out about this, its falls on the both of us."

"Please, Arcee, just this once?"

"Jack...Why are you so anxious to go to base anyway? When June banned you last time, you didn't even think to disobey her."

"I know, but...I just wanna make sure Airi's okay...and I wanna tell her in person that I'm not gonna be there for a little while."

For a second, Jack felt a low rumble in Arcee's frame, almost like a growl. He wondered what it was.

"'Cee?"

"Are you sure about this, Jack? If you get caught, your indefinite ban becomes permanent and I might not be welcomed back in your house. Airachnid's a big femme. Are sure you wanna risk it?"

Jack took a moment to think. Arcee was right, June would put her foot down if she found out that Jack disobeyed her. But he didn't have to think very long.

"I'd do it for you."

Arcee wasn't responsive at first, but Jack felt he had gotten through to her.

"Don't say I didn't warn you, Jack."

"Thanks, Partner."

"You owe me."

Arcee reluctantly pulled off to base where Bumblebee and Airachnid had already gone ahead. Arcee was very quiet through the ride. Jack felt guilty that he talked her into going against his mother like this and he knew he was going to have to make it up to her. On a positive note, this might've knocked their conversation last night from her memory. Of course, it actually hadn't. Arcee was thinking about it even more now.

When they pulled into base together, Sierra and Airachnid looked very surprised to see them. Jack took special note on how Airi looked in her bipedal form. By the smile on her face, she seemed okay. Maybe Fowler hadn't came down on her too badly.

"Jack." Airi began. "Shouldn't you be at work?"

Jack dismounted Arcee and allowed her to transform.

"I called in sick."

Airachnid seemed surprise by that. If her Jack was the same as him, this probably never happened in her world.

"Are you sure you wanted to do that?" She asked.

Jack then noticed that Airachnid didn't look the least bit sad about anything, something he was really happy to see.

"There was no reason to be there today and every reason to be here."

"Oh, well...I wouldn't want you to make a habit of it but...I'm glad you're here."

"Yeah...me too."

Jack smiled up at Airi who smiled back down at him. Jack was the first to look away and go up to the platforms as Airi watched him, still smiling as before. Neither of them had noticed that Arcee had busied herself with something at the console, or at least made herself look busy. But she glanced back to see the two interacting with each other. Jack had disobeyed his mother, risked being allowed to come back here, to remain her partner, all because he was worried about Airachnid. Arcee believed him when he said that would do it for her as well. After all, that was who Jack was. So, she didn't understand why she felt so worried about this. Why did watching the two of them act so friendly with one another make her feel so threatened? Why was she feeling jealous of Airachnid?

::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::

"Yo, Airi."

Airachnid turned to see the young man who had called her, smiling instantly. Jack ran up to her, as if he had something to say.

"Hello, Jack."

"Hey."

Jack didn't say anything right away, confusing Airachnid.

"Was there something you wanted?" She asked.

"No, I just..."

Jack wasn't ready to tell her the truth, at least not until he was about to leave for the day, and maybe for a while.

"Something wrong?"

Jack just wanted to get a better look at her while she was away from the others, where she wouldn't be putting up a front. The problem was, he hadn't thought up of an excuse to call for her before he got her attention. So now, he was standing at her pedes with nothing to say, feeling like a fool.

"Nothing's wrong, I just..."

"What, couldn't stay away from me? I'm flattered."

Jack felt his ears turn red and looked away whole rubbing the back of his head.

"C'mon, Airi. Be serious."

"Oh, don't be embarrassed, Jack. After all, what femme wouldn't want such a handsome human by her side all the time?"

"You're enjoying this, aren't you?"

"It's one of my favorite pleasures."

"Glad I could be of some amusement."

Airachnid giggled at how badly Jack was blushing right now. He was always like this when he received any kind of attention from another female besides his mother or Miko. Even the times when Sierra was extra affectionate towards him was enough make him rival her for her nickname. However, along with all that bashfulness that Airachnid had grown to know and love, Jack was smiling. He looked up at her, pleased about something she didn't know.

"What is it, Jack?"

"Nothing, really. Just noticed you're in a good mood today."

Why wouldn't she be after what Optimus had told her the night prior?

"I suppose I am."

"I'm glad. After last night with Agent Fowler, I was worried about you."

Airachnid sighed and knelt down to be closer to eye level with Jack.

"Were you, now?"

"I mean, with Miko getting sent to the hospital, Dreadwing finding out about you, and then having to be interrogated, I just wanted to make sure you were alright."

"Oh, Jack." Airi said gratefully. "You worry about me often, don't you?"

Jack looked a bit shameful at that.

"I'm sorry, Airi. I act like you're so helpless without me."

"You don't need to be sorry, Jack. It makes me happy to know that you care this much. I'd rather have someone who cares too much than to have no one."

Airachnid stopped smiling for a second, but Jack didn't notice. She had almost let something sensitive slip.

"Well, if I _do_ get annoying with the worrying, don't be afraid to tell me to beat it."

"I'll keep that in mind."

Jack, however, remained in the hallway.

"So...everything's okay?"

"Everything's fine, Jack, I promise. In fact, I'm very...content at the moment."

That seemed to ease the young boy's worry.

"Great, okay then. Well, I'll stop bugging you now."

Again, Jack seemed a little embarrassed. Maybe he felt like his mother when she would dote on him too much. Airachnid didn't mind it at all. She welcomed it, in fact. But as he was leaving, something else seemed to be bothering him.

"Jack."

"Yeah?" He answered back as he turned around.

"Sierra and I will be taking a drive through the city later. She's never been and I thought she might enjoy seeing more than just desert."

"Sounds like fun."

"I'd really like it if you came with us."

Jack seemed surprised by this.

"You would?"

Airachnid's face showed sincerity, not hiding what she was feeling.

"I would."

There was the usual shyness in Jack's face. After all, Airi was asking him to come along on a drive with her and the girl he most definitely still had a crush on. She was part of the reason she asked Jack to come along.

"I don't know, Airi. Three's a crowd, isn't it?"

"I don't think Sierra will mind. Besides...I've been wanting a little time with you."

Jack looked a bit off guard by that.

"And why's that?" He bashfully asked.

"Because you're my friend...And deep down, I guess...still my partner."

What she said had clearly affected Jack in a good way. Airi hoped he would say yes and he seemed to like the idea. But then his expression changed, as if he had remembered something that was bothering him. He looked away for a moment, awkward as he always was.

"I'm sorry, Airi, I can't."

Airi did not expect Jack to refuse, at least, not this way.

"Oh, okay." Airi tried not look or sound hurt by this. "May I ask why?"

"It's...complicated." He said.

"I see."

Jack didn't need to say why, Airi knew. It was because of his mother. June was undoubtedly keeping Jack under stricter care because of what happened to Miko, on top of Airachnid being there. Whenever June was being hard on Jack, he never pressed his luck with her.

"It's alright, Jack. Perhaps some other time." Airi said.

Jack could see that he had shifted her mood considerably. Jack walked over to her and put his hand on her leg. She looked down to see him smiling up at her.

"Just us?" he asked.

That was a surprise, Jack asking to spend time with her alone. But it was a welcomed surprise.

"Are you asking me out on a date, Jack?"

Jack became embarrassed again, but laughed it off this time. He managed to pick her mood back up.

"Okay, yeah. A date, why not?" He said jokingly.

"Hope you don't expect to lucky."

"Airi!" Jack replied which made her laugh. "Do you ever stop?"

"Alright, I'm done. I promise." She said as her laugh died down. "Whenever you're ready, wherever you want to go, I'll be here."

Jack seemed content now, clearly not worried about her anymore.

"I look forward to it."

"So do I."

Knowing that Airi was alright for now, Jack turned around and headed back to the main hall.

" _Love you_." Airi called.

" _Love you, too_." He relied without turning, raising his arm as he departed.

Strange, there was no awkwardness this time. It was almost casual, like the way he would say it to his mother. That didn't bother Airi. She liked the normality of it. Normality felt like home to her and that's what she had been missing all this time. And while she was still disappointed that Jack would not be with her and Sierra tonight, especially when she remembered why, she didn't let it ruin her day. Not everything was going to be how she wanted and in June's case, it may never. But what she didn't have didn't take away from what she had recently gained and that was enough for her.

Jack, however, was not as optimistic as Airi. Happy as he was for her, it only served to make things more difficult for him. After seeing her so happy for the first time since she'd been there, he couldn't bring himself to tell her the truth. Thinking that his mother was merely being tighter with Jack's curfew was enough to damper her good mood. What would she do if she found out that June had banned him from the Autobots altogether? It would hurt her, but Jack didn't want to think how much. It was almost time to go home and Jack didn't know what to do. He was so wound up in his own head that when he entered the main hall, he didn't even realize that he walked right past Arcee.

"Jack?" His puzzled partner called for him.

"Huh?" Jack answered dimly.

"You ready to go?"

Jack looked at his phone and saw that it an hour away from when he would usually leave. He remembered that he had to play it safe.

"Yeah, let head out."

"You're leaving already?"

Jack looked up and saw Sierra at the railing.

"Mom pushed back my curfew. If I'm late, I'm grounded."

Sierra seemed disappointed, but not as much as Airi, who had also came back into the main area. Jack caught sight of her and offered an apologetic look. Airachnid smiled at him to show that she understood. This only made things harder for him.

"C'mon, Jack. We gotta go." Arcee called impatiently, already waiting in alt.

"See you guys tomorrow." Jack said to everyone.

"Bye, Jack." Sierra replied.

"Have a safe ride, Jackson." Optimus added. "Arcee, maintain your guard."

"Yes, Sir."

As Jack put on his helmet, he looked back at Airachnid and solemnly waved goodbye to her. She waved back, though clearly not wanting him to leave so soon. But it was out of Jack's hands for the moment. They rode off down the tunnel and made their way home.

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Arcee was being quiet on the way back home. Jack figured that she would be this way. She wasn't comfortable with what he had done today and had many reasons to be, so he understood. When they were about halfway home, she turned her mirror to see his face. Jack noticed this and realized that she had something on her mind.

"What's up, Arcee?"

Arcee thought about what she wanted to say, but here was not the time.

"We need to talk when we get home."

She sounded serious. Jack knew that he was in for it.

The pair rode up to the driveway, which was thankfully vacant. June wasn't home yet. Jack remotely opened the garage door and allowed Arcee to pull in. He dismounted her and removed his helmet while she transformed. She turned to face him with a serious look.

"Tomorrow, huh?"

"Arcee..."

"You didn't tell her, did you?"

Jack looked away, guilt written all over him.

"No."

"Jack." Arcee said with a raised voice.

"I couldn't, Arcee, not after..."

Jack paused, which confused Arcee.

"Not after what?"

"You...you saw her, didn't you?"

"Yeah, I did...All things considered, she seemed alright. Guess Fowler went easy on her."

"Exactly, she looked perfectly okay. She was happy all day today, even when I turned her down."

"Wait, what?" Arcee asked suddenly.

"Yeah, she wanted me to go with her and Sierra to Vegas. Doesn't matter, the point is..."

Jack stopped himself suddenly when he saw Arcee's concerned expression.

"Arcee?"

Realizing what she was doing, Arcee restored herself to her previously stern look.

"Uh, sorry. You-You were saying?"

"Right, well...Today was the happiest I've ever seen Airi. She never smiles that much. I don't know what could've happened yesterday that got her like this, but...I didn't want to ruin it for her."

Arcee sighed when Jack explained it to her.

"I should've told her the truth, I know. But it would've just pushed her back a few steps. She's starting to feel comfortable here and I couldn't take that away from her."

Arcee found herself looking away, feeling very foolish by what she was pretending wasn't happening with her.

"You...you really care about her, don't you?"

"Well, yeah." Jack said as if it was obvious.

The fact that this surprised her in the slightest made her feel even more foolish. Jack was the one Airachnid trusted the most when she first arrived in this world, so of course the two of them would've gotten close.

"I-I get it, Jack. But you need to think about what you're doing. If you're planning on going back to base everyday, your mom's gonna find out sooner or later."

"Yeah, but if I can convince her to give Airi a chance..."

"Jack, you're gambling on a big if...and you're putting our partnership on the line. Remember when Raf got infected with dark energon? I don't want you to have to choose between us and her again."

Jack sighed, knowing that Arcee was talking sense.

"You're right, Arcee."

"Yes, _I am_ , Jack."

"We have to at least try again. Mom was just really freaked out by what happened to Miko yesterday. By tomorrow, she'll have had two days to calm down. You said that you would talk to her, right?"

"Yeah, whenever I can."

"Whenever you can?"

"It's not like I can just walked up to her bedroom door, Jack. I have to wait for her to come to me."

"Right, well...We'll both plead our case to her and hopefully convince her to lift the ban. Who knows, maybe we can convince her to have a one on one with Airi."

"Let's just focus on one thing at a time. Tomorrow is the last time we go behind your mother's back. You try talking to her again and bring her out here so _I_ can talk to her. If we can't convince her to let you go back, we have to just accept it and hope she comes around. Deal?"

The ifs and if nots of this scenario was weighing down heavily on Jack's mind, but this was the best they could hope for. Everything would be determined by how tomorrow went. Jack was going to have a restless night, for sure. Still, his partner would be backing him, which meant that she'd be going to bat for Airi. The thought of them being friends made Jack smile in amusement as she transformed back into her vehicle form.

"What's so funny?"

"Nothin'. Thanks, 'Cee."

"Don't thank me yet, Partner."

"Well, here's to tomorrow. I'll see you then. Goodnight, Arcee."

"Goodnight, Jack."

As Jack left, Arcee adjusted her mirrors to watch him enter the house. She was secretly waiting for something else, but it never came. When it didn't, Arcee felt a little hurt. There was no reason to feel threatened by Airachnid, because Jack was Jack and that's why they both grew so close to him. Arcee kept walls up to hide her emotions, but Jack got past them all. Airachnid clearly had no walls and wasn't afraid to show herself even at her weakest. Jack from either world could befriend her easily. He was just a friendly person when he found someone he felt comfortable around. But what she had heard earlier was still in her head, repeating itself.

 _"Love you."_  
 _"Love you, too."_

She had heard it from the end of the hallway. They had said that to each other, almost in the same way Jack and June say it. It was ridiculous to dwell over, but how can Arcee not? These were words Arcee never thought to say to Jack, but Airachnid did and he said them back. How did this happen? In the short time that she's been here, how did an Autobot with the face of a Decepticon that Jack was deathly afraid of manage to get closer to him than Arcee, his own partner?

And where did that leave her?

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 **Drama, Drama, Drama.**

 **This chapter was mostly fluff between Jack and Airi with no mention of Shockwave or the red energon stockpile. Hang in there, folks. I'm not going to address that plot right away because I figure it's going to take while for Shockwave and the Predaking to mine it all. So for now, we focus on Airi, Jack, and Arcee. If it looks like I'm writing a love triangle, I'm not. Those can be painful to read if they're not written well.**

 **The flashback in the beginning was meant to show how close Airachnid was with her own Jack and to draw parallels with how she is with Arcee's Jack. It was also to show what Jack could do with Airachnid that he couldn't with Arcee. I don't see Jack daring to ask Arcee anything about her love life. As you can see, Airachnid's playing the matchmaker for this world's Jack and Sierra as she did in her own. Too bad Jack's got other things he gotta deal with to worry about that.**

 **So Jack has put himself in a very risky position. I know, it seems out of character for him to disobey June like this. But I feel that if it were for the sake of a friend, Jack would take the risk. But if June finds out, it's gonna come down hard on Jack and Arcee will catch some of that fire as well.**

 **Which brings us to Arcee's dilemma. I hope this comes off as believable for her because I had a hard time putting it into words. Arcee is still getting use to Airachnid being there and seeing Jack getting close to her makes her feel uncomfortable, but she let's it go because she knows her partner and how he is. But hearing them say that they love each other, I think Arcee may be either afraid of losing her partner to Airachnid or doubting how close she is with him herself in the first place. I intended for this to lead into Arcee's life changing field trip with Zuk...I mean, Airi come next chapter. But I'm going to push that back until the more serious moments of the story. I also intend to address Bulkhead's redemption to Airi next chapter.**

 **So not a lot happened story wise, but this story is more character driven than plot driven. Either the next chapter or after will Megatron's forces come back into the picture. Anyway, I'll be around guys. Got this up a little late, but not as late as last time. It's a start, I guess. Peace out.**


	12. Chapter 12

It was getting pretty late and June still hadn't come home yet. Arcee wasn't too worried, knowing that her job often demanded a lot from her. That didn't stop her from making sure the overworked mother was home before she went into recharge. June was under her protection too and if the hours went by without her return, Arcee was always ready to go out and look for her. As much as she admired June and how much she would do for her son, she still worried about her. June wasn't a fighter and there were a lot of creeps out there. Arcee would break Optimus' code against harming humans if any one of them tried to hurt her. She was as important to her as Jack was. The more she thought about it, the more she wondered where June was. Then again, it wasn't like she would've gotten any recharge if she had been home.

Arcee had been thinking about what she heard between Jack and Airachnid, the two of them saying that they love each other. She wasn't a fool. She knew what kind of love they meant when they said it. Airachnid was a very affectionate femme, even to the other children. And if she and her own Jack were that close in her world, she would be the kind of femme to express it in words. Her telling Jack that she loved him wasn't what shocked Arcee, it was Jack saying it back to her. Not only did he say it, but he said it so casually. There was no trace of that awkwardness that he was known for when he said those words. He sounded so...comfortable.

As Arcee thought about it more, she realized just how quickly Jack took to Airachnid. When they first brought her back to base, he was so worried that you would think he'd known her all his life. That first night, he looked as if he was unwilling to leave her alone. The following night, he ended up spending it at base because she was so upset about Starscream. Ever since then, this bond between them had formed and it seemed like they were a part of each other. Even after Sierra became part of the team and the two became good friends, she still seemed to have a soft spot for Jack. Again, Arcee understood it from Airachnid's point of view. Jack was her partner where she came from and felt connected to this one. But for Jack to get along with her so easily, to connect with her in such a way...

Arcee then thought about her initial reaction to becoming Jack's partner and how they interacted when he first brought her home. She remembered how he tried to make a connection her...and how she pushed him away. He even offered his condolence for the death of Cliffjumper. But she harshly rejected his sympathy. Sure, she apologized the next morning, but that was a bad way to start their relationship. Arcee didn't have a real connection with Jack until after he walked away from the Autobots and she convinced him to come back and was nearly killed in the space bridge explosion. But one could hardly blame her for her initial coldness towards him. She was still mourning Cliffjumper. Scrap, she was still mourning Cybertron. She didn't fully accept Earth as her new home until Jack became her partner. So of course, things didn't click between them right away. That's how Arcee saw it.

And then, she thought about Tailgate. When they were first assigned to each other as partners, she was still on Cybertron and hadn't lost anyone yet. But she was still cold and harsh towards the mech. She didn't like Tailgate at all at first. But he grew on her eventually, and they became good friends. That's when Arcee remembered that she never had many friends growing up. She was never a friendly femme and always had trouble making connections with anyone. Even Bumblebee was intimidated by her upon their first meeting. Even before all the loss and the trauma she had been through, Arcee always had walls. Jack was the opposite of her. He was shy and stuck in a shell, but once he became comfortable with the Autobots, he turned out to be a very likable kid. Even a closed off femme like her was charmed by his friendly personality. He was the reason that Arcee had learned to lighten up and be less guarded all the time. But Airachnid, she was as friendly as Jack was and once he saw that she was not the Airachnid he was afraid of, he accepted her with open arms, no tension, no awkwardness, no hurt feelings. They became friends instantly and grew very, _very_ close. They got along perfectly...and Arcee was beginning to wonder if Airachnid was more compatible with him than she was. And then a thought occurred to her, one that made her spark ache. Was Airachnid a better partner for Jack than her?

The garage door was suddenly lifted and Arcee adjusted her mirrors to see who was coming in. To her relief, it was June, looking extremely exhausted.

"Hey, June." She said in slight surprise.

"Arcee." June said in much more surprise. "I thought you'd be asleep..er...recharging or whatever."

"I was waiting for you. I always stay up until I hear you come in."

June was surprised to learn that about her son's protector.

"Oh, well...I'm sorry I made you wait so long."

"Rough night at the hospital?"

"Like you wouldn't believe. There's this stomach virus going around up north, so of course, everyone in Jasper thinks they have it. So all day, patients were pouring in just for us to tell them that they're fine. The only reason I'm home is that nurses can't work for more than sixteen hours straight."

"Well, get some rest, June. I think it's fair to say you've earned it."

"Thank you, Arcee, for waiting up for me. I appreciate the thought."

"My job is protect the both of you and if you hadn't come home, I would've been out there looking for you."

"Again, thank you, but I'd rather you be here to watch over Jack."

"Well, you're home now, so I can rest easy."

"Well, don't let me stop you. I'm taking a hot shower and then I'm hitting the sack."

"Alright, June, have a good night."

Arcee knew why June had come through the garage instead of the front door. She wanted make sure that she was there, which would mean that Jack was home and not with Airachnid. She wanted to talk to June right there, but she knew that the nurse was far too tired to have any serious discussion at the moment.

"June?"

"Yes, Arcee."

"What time do you usually take your lunch?"

June seemed confused by the question.

"Um...It depends." June thought for a moment. "Usually around one, but if we're getting slammed with patients, I end up skipping it altogether. Why do you ask?"

"Just curious."

"Okay, then. Goodnight, Arcee."

"Rest well."

June went inside and left Arcee to think about something other than her own insecurity. The reason she asked June about her lunch break, which she knew from Jack that she often went out to eat somewhere, was so that she could try and get a moment with her alone. She told Jack that tomorrow would be the last time that they went behind June's back to base. It would also be when they would try to talk to June together, but it sounded like she was going to have a busy week with more late nights. Even though Arcee was still worried about her and Jack's relationship, she still wanted to help her partner out. If she could convince June to lift the ban, she knew that it would make him very happy. She really wanted that...more than she normally would, for some reason.

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"Last night was so much fun." Sierra said as she watched Airachnid use her webbing to keep their energon stock more secure. "Vegas is a thousand times better than this dust bowl of a town we live in. Oh God, now I really see how boring it is here."

"I'm glad you had a good time, Red. But please, never go back there without me. I saw an awful lot of unsavory types. Those men we saw wearing those flamboyant outfits that were surrounded by women, something about them seemed...predatory."

"Yeah...I think they might've been pimps."

"Pimps?" Airi asked in a puzzled fashion. "What are pimps?"

"Uh...I'll tell you some other time. Don't worry, Airi. I know Vegas isn't a safe place for a cute red head like me. But as long as I'm with you, no one one can touch me."

"Got that right, Red."

Airi continued to organize the energon, which was done so half-afted by whoever was in assigned the task.

"So, do you and your Jack go on a lot of trips?"

Airi tried not to let her mood lower, but when talking about her deceased partner...

"Yes..." She said. 'We did.' She added as a thought.

Airi stopped what she was doing for a moment, leaving Sierra to worry about her.

"Airi?"

"Huh?" Airachnid came back.

"You okay?"

"Oh, yes...I'm fine."

Airachnid continued working while Sierra watched.

"You're thinking about them, aren't you?" Sierra asked.

Airachnid kept on working without an answer for a few seconds.

"I am."

"Airi...I'm sure Ratchet is working really hard to find a way to get you home."

Airachnid was afraid to say anything, worried that she might reveal something.

"I'm sure he's okay, your Jack, I mean." Sierra added.

Airi was desperate to change the subject.

"And I'm sure he misses you."

Airachnid stopped working again and walked up to Sierra. She put her servo on her shoulder and looked her in the eyes.

"Sierra, there's no point in worrying about things that neither of us have any control over. I miss Jack and my team, but I know he's being taken care of while I'm gone. Right now, you're the one I need to protect."

Airi didn't like having to disregard Jack this way, but he'd been dead for a year and she had no intention of ever going back to her world, even if Ratchet had found a way. She hadn't forgotten her past or her lost loved ones, but she was done living there and letting it break her. Sierra was her partner now and she and Starscream made a promise that they would protect each others charges should anything happen to one of them.

"Instead, let's focus on what's important." She said as she went back to work. "We have to find a way for you spend time with Jack."

Sierra felt her face flush with blood.

"Well...do you have any ideas?"

Airi exhaled in disappointment.

"I tried to get him to come with us last night." She answered.

"Yeah, so did I. He didn't seem all that interested."

Airachnid looked at Sierra and saw that she was a little down about that. Of course, Airachnid knew why Jack refused her.

"It's not what you think, Red."

"I don't know, Airi. Maybe...Maybe this Jack isn't all that into me. Maybe I waited too long."

"That's not it at all. Jack is just..."

Airachnid stopped, not sure if she should tell Sierra about June coming down on him. She didn't know if Jack would want her to know that.

"Jack is what, Airi?"

"After what happened to Miko, Jack's mother has gotten a little more strict with him. Considering that Miko could've been killed, I can't say I blame her."

Airi didn't want Sierra to have a negative view of June, especially if she wanted to get together with Jack. So she made it more about Miko than herself.

"She's pretty tough on him, isn't she?"

"June just wants him to be responsible."

"I guess...Hey Airi, Why doesn't Jack's mother like you?"

Airachnid had finished tightening up the energon stacks and decided to take a seat next to the one Sierra was sitting on. She prepared herself to tell Sierra about her counterpart, whom she hated, despite never interacting with her.

"The other Airachnid, the one from this world, she kidnapped June once."

"What?" Sierra replied.

"That's what I heard from Miko. Apparently my dark half really had it out for Jack and went after his mother to lure him to her."

"Oh my God." Sierra said in shock "Why? Why does the other you want Jack so bad?"

"I don't know, Red. I didn't ask. I don't wish know anything more about this worlds Airachnid than I already do. But from what little I've heard, she's one of the Decepticon's worst and June is terrified of her."

"Wow...I guess that explains a lot."

"She went after Jack. That alone gives June enough reason to hate her."

Sierra looked over and saw that Airi was looking deep in thought. She wasn't as happy as before.

"That doesn't give her reason to hate you, though." She said.

"No...but it does make it difficult for her to accept me."

"But that's not fair. You didn't do anything wrong."

"I know, Red. But as much as it hurts that June doesn't think much of me, I can't fault her. Jack is all she has and I remind her of someone who tried to take him away from her. The best I can do is give her space and hope that she changes her mind about me."

Sierra looked more upset about this than Airachnid.

"If only she sees what we see, she'd know that you aren't a bad femme. You're easily the nicest person I've ever met."

Airachnid smiled a little, slightly bashful.

"Thanks, Red."

Sierra skipped along the energon cubes until she got to the edge and was close to Airachnid.

"Hey?" Airachnid began. "Why didn't you have school today?"

"Oh, teacher work day or something."

"Oh...Then why isn't Jack here?"

"I think he works today. K.O. is always busy when school's closed."

"Figures...Wait, K.O.?"

"Yeah, Knock Out Burger. They don't have that in your world?"

Airachnid didn't answer, having a small laugh to herself instead.

"What?" Sierra asked.

"Nothing, just thought of something funny back in my world."

Breakdown would've never let Knockout hear the end of it. Airachnid and Sierra heard a metallic knock against the metal doorway. They looked to see Bulkhead standing there, looking uneasy about something.

"Hey, uh..." He began awkwardly. "Sierra, Jack just came in and I think he's looking for you."

Sierra looked surprised and turned to Airachnid. The smirking femme motioned her head to the door, telling her to go. Sierra hopped down the energon cubes and quickly left the room, not worrying about Bulkhead being alone with Airi.

"Did Jack say what he wanted with Sierra?"

"Oh, uh, he just brought lunch from his job for her and Raf."

"Oh...That's disappointing."

Bulkhead stood in doorway, channeling Jack with his servo placed behind his helm. Airachnid knew why he was there. She expected him to see her at some point.

"So, uh, quick update. Miko's doin' better. Fowler says that she'll be let out any day now."

"Well, that's good to hear."

"And she wanted us to know that she's gonna try to convince her host parents not to put her on house arrest. If not, she's just gonna sneak out anyway."

"Of course, she would."

"Yeah, nothin' stops my girl from doin' what she wants, heheheh."

Again, Bulkhead stood there with nothing to say. Airi watched as he shuffled in place, trying to find his words. Stuff like this made it easier for her to separate them from the Decepticons, uncharacteristic behavior.

"So, listen...I've been meaning to tell you...Uh...You know, when you first came...That day with you and Miko, I...uh...Scrap, what was I gonna say?"

"Bulkhead."

"Huh?" He looked at Airachnid.

"You don't have to say anything."

Bulkhead stopped shuffling and stood straight with a very focused look on his face.

"I do, actually. I was a jerk to you...I'm sorry."

Never in a million vorns did Airachnid think that she would live to see a brute like Bulkhead apologize to her.

"And you saved Miko's life...Thank you."

Airi was put off by how different this Bulkhead was from other, she really couldn't respond to him. The Wrecker entered the room and stood before Airachnid. He held out his large servo to her. Airi stood up, looking him in the optics, and took it in her own. They firmly gripped the others servo, showing respect for one another. With that, Bulkhead had made his peace with her. They may not be friends, but they weren't enemies...and he trusted her. He released her servo went to leave the room. He stopped at the door and spoke to her once again.

"Just so you know, I told Wheeljack what you did. He's got no beef with you. And if you need someone to look after Sierra, I got you."

And that was that, Bulkhead was gone. Again, he wasn't exactly friends with Airachnid, but he was her ally. If she needed his help, she knew that he could be counted on. If the time came, she'd be there to help him as well. And Primus forbid that Miko was in danger again, she'd fight alongside him to rescue her.

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After the merciless day she had yesterday, today was a breeze for June Darby. There were still a few patients convinced that they had whatever virus was going around up north, but a few test and they were sent on their way. June had just finished helping to keep a child calm as she was getting a gash on her head stitched up. Apparently, she had jumped into a boy's chin on a trampoline. June was always good with kids so the doctors often went to her for help. Now that she had reached her lunch break, she was about ready to drive to a locale organic cafe' she often went to. As she searched her purse for her car keys, she stepped outside and noticed a familiar motorcycle waiting for her, Sadie sitting on top of her.

"Arcee?" She questioned.

"Hey, June."

"What are you doing here?"

"Jack's at work." She lied. Jack had already gotten off work and was at base with the others. "And I'm bored."

"Oh...So, you're here because..."

"Need a ride?"

June was surprised by the offer. Arcee had never rode with her alone before.

"What about your...passenger."

Arcee scanned the area to make sure that no one was watching and Sadie disappeared.

"Hop on. I'll give you a lift to that organic place you like so much."

"You really don't have to, Arcee. I have my car."

"How long does it take you to get there?"

"Um...Twelve minutes."

"I can get there in five. Come on, it'll be fun. You always liked riding with me and Jack."

June was still wondering why Arcee was offering her a ride at all, but she did enjoy the wind in her hair. Plus, she could spend some time with Arcee. She always enjoyed the femme's company the few times they shared it.

"If you insist, Arcee."

June got on Arcee's alt and they rode out of the hospital parking lot. Once they were on the main road, Arcee kicked it and they were off. June was never afraid of a little speed. As hard as it might've been to believe, she was a bit of a thrill seeker. The adventures that Jack and the others were accustomed to might have been a bit much for her, but she did enjoy burning rubber with her son's partner in crime. Unfortunately, being fast meant that they arrived at their destination in almost no time at all. June was tempted to skip lunch and just keep going for the next hour.

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June and Arcee had found a peaceful spot away from everything else. Arcee remained in her alt while June ate her lunch. The femme didn't seem to have any complaints about June resting on her.

"You sure you don't want to transform and stretch your legs, Arcee."

"Don't worry about me, June. I stay like this every night, remember?"

"So, is this why you asked me about my lunch break last night?"

"Well, you looked really exhausted and Jack says that you sometimes skip lunch when things get too hectic at work. Thought I could help you out this time."

"Well, thank you, Arcee. An extra ten minutes off my feet can make all the difference in the world."

"The both of you work yourselves too hard. You need to take it easy every once on a while."

June sighed in slight exhaustion.

"I wish I could, Arcee, but I have to keep a roof over our heads. I have to put food on the table, clothes on our backs, keep the lights on, and the water running. I can't afford to take it easy."

"Well, at least you got Jack helping you out."

"Honestly, I wish he would just quit that grease trap of a job and just enjoy being kid while he's still young. I let him have that job for the sake of being responsible. I didn't think he'd put so much time into it so he could help me out with the bills. His money helps, but I feel so bad taking it when he could be spending it on himself or at least saving it for college or something. I asked him yesterday to take a day off for the teacher work day. Guess he didn't take my advice."

Arcee saw her chance.

"To be fair, there's not much else he'd be able to do otherwise."

"What do mean?"

"You kind of...banned him from us, remember?"

June packed her lunch up and got off of Arcee.

"Is that why you gave me a ride, Arcee, to talk about her?"

June wasn't thrilled to be talking about this, least of all to Arcee, whom she thought would be the one person on her side.

"June, I..."

"I didn't ban him from you guys, I banned him from your base as long as she's there. You two can still hang out all you want, so long as he's not around her."

"I hear you, June, I do."

"Then why are we even talking about this?"

"Hear me out."

June exhaled in annoyance.

"Fine, I'm listening."

"I'm Jack's guardian. Optimus entrusted me with the task of keeping him safe from harm. But I still have my duties, which is fighting the Decepticons and making sure they don't do anything to harm any humans."

"Okay, I get that."

"When Optimus needs me, I need to be ready to move at a moments notice. That's why we bring the kids to base with us. That way, we know they're safe while we go on our missions. But with Jack forbidden from Omega One, I have to stay close to him. When I'm needed, I either have be bridged back to base, which costs energon every time we use it, or I have to ride back which could be the difference between a successful mission and one of us getting offlined. And I can't leave Jack unprotected all day, especially since Silas knows where you live."

As much as June hated to admit it, Arcee had a point.

"June, this ban...it makes it more difficult for me to be a guardian _and_ an Autobot."

June rubbed her temple, having been forced to reconsider her whole position on Jack's ban.

"I know, Arcee. I should've considered all this before I made that decision."

"So...Can you lift the ban? Can Jack come back to base with us?"

June released a defeated exhale.

"Arcee, I...I want to say yes. But when I think about _her_ being there..."

"Airachnid isn't going to hurt Jack. Me and Optimus would never let that happen."

"But you _understand_ why I feel the way I do, right? If anyone would, it'd be you."

"June, _no one_ understands better than me."

Arcee made sure no one was around and transformed. She wanted June to see her expression.

"Back on Cybertron, 'Con Airachnid captured and tortured me."

June gasped suddenly, holding her slightly over her mouth.

"What?" She asked in disbelief.

"Not only that." The suddenly downcast Autobot continued. "She killed my partner, Tailgate, right in front of me. It wasn't a clean kill either. It was a brutal death. It still haunts me sometimes."

"Oh my God. Arcee, I...I'm sorry."

Arcee took a moment to let the feeling of loss pass.

"It's alright, June. It was a long time ago. I shut down for a while, but I've come back from that. Airachnid...she's hurt me personally and I despise her for it. Half the reason she wanted Jack so badly was because he's my partner. She really enjoys tormenting me."

June didn't say anything. She was at a loss for words.

"I know why you're so afraid of her, June, and I know why you feel that way about the other Airachnid. I felt the same way when I first saw her in New York. She was right there, right next to Jack and I panicked. I wanted to get her away from him and then I wanted to kill her."

"But...you don't feel that way anymore?"

Arcee thought back to the forest and how different "Airi" acted from Airachnid.

"Once we started fighting, I saw the differences almost immediately. She still wanted to kill me, but it wasn't out of sadism or malice. She thought _I_ was a Decepticon. But even after we figured out that she wasn't the same Airachnid we knew, I still didn't trust her. When Optimus decided to let her stay for the night, I told myself that I would tolerate her and nothing more...I didn't _want_ to trust her. I didn't care that she was an Autobot, I wanted to hate her because of who she was. But every day that went by, I saw sides of her that Airachnid could never be capable of having. When she brought Miko back to us injured, she was on the verge of a breakdown. She was begging Ratchet to help her. June, if she could cry the way humans do, she would've been in tears."

June couldn't believe what she was hearing. The femme that Arcee was speaking of sounded the exact opposite of the one who was mere seconds away from dropping June to her death in front of her son, all the while watching in amusement.

"I can't say I'm friends with her and I'm not sure if I'll ever be. But I _do_ trust her...and I know that she would never hurt Jack. She's no threat to him, June. Please, let him come back to base so I can keep him safe."

June was conflicted now. She had been second guessing herself ever since that night Miko was taken to the hospital. She knew that she wasn't being fair to this new femme that Jack said was having trouble adjusting to this world. She knew her story, how she was from a world where the Autobots and Decepticons were switched around and she was Jack's guardian. If that were the case, then her world's version of June was most likely much more accepting of her. And here she was, treating her like she was a monster. But it was still hard to look past the face she wore. She was wrong and she knew it, but she didn't know how to ignore her own fear. June held her arms and looked away from Arcee shamefully.

"I don't know, Arcee. I...I'm not sure."

"Okay, I understand...But can you at least think about it, for Jack's sake?"

June knew that she couldn't put her foot down after everything she had just heard. As much as she didn't want to, she was going to have to at least consider what Arcee was asking of her.

"I will...I'll give it some thought."

"That's all I'm asking, June."

"I can't promise that I'll change my mind."

"I know, but at least I got this far. Thank you, June."

June checked her watch and her lunch break was just about over.

"C'mon, let's go back." She said to Arcee who transformed in response.

The two headed back to the hospital. June spent the entire five minute ride thinking about everything Arcee had told her. The rest of her day was going to be like this, thinking about where she stood on the matter and if she was going to change. Arcee had left her with a lot to think about. At very least, Airachnid deserved that much consideration.

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The small vessel he and his companion had arrived in was filled to capacity. Any more and the ship would've been unable to take off. Shockwave had enough red energon to take to Lord Megatron, but it would be foolish to leave the rest behind. The most logical course of action would be to mark the coordinates of this section of the planet, and once he met back up with his fellow Decepticons, he would use their space bridge to mine the rest. If they did not possess a space bridge, Shockwave would build them one himself. He had recorded the blueprints from the one that those two Autobots destroyed as they escaped through it. In any event, Megatron would be most pleased by his contribution to the Decepticon cause.

With the cargo hull loaded, Shockwave and his Predacon boarded the vessel. Shockwave set his coordinates and began his journey to the location of Lord Megatron's last broadcast, Earth. If the Autobots were there as well, they had no idea what was coming to them. They would not be prepared for Shockwave's mind, the Predacon's strength, or the possibilities of the red energon. The Autobots had already lost the war, they just didn't know it yet.

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It was still a slow enough day that June could take a seat for a minute or two. This gave her time to think about what Arcee had said to her. As much as she wanted to believe otherwise, Arcee made a lot of good points. Jack was left alone and unprotected every time she went off on a mission. Silas not only knew where they lived, but he knew where _she_ worked. Ever since that day, the only thing that kept June from going crazy was knowing that Arcee was always with Jack to protect him. But because of her decision, there were moments when they were separated. If Jack ended up being captured or getting hurt because of it, it would've been her fault.

Everything else that was said...it was also the truth. June had seen it herself when she met this new femme that Jack had taken such an interest in. When she saw June, she was timid and nervous around her. Even as she left, Airachnid seemed afraid to look at her. This was not the same Decepticon who, ever so happily, threatened June's life as venom dripped from her fangs that she remembered. June could never forget those violet optics, staring into her, filled with ill intent. "Airi", as she's often called, had purple optics that were absent of any desire to do harm. June _had_ seen the differences, but she didn't care. She didn't care about this mirror world she came from, or even the fact that she had saved her son. All she new was that when she looked at her, she was reminded of that monster...and it wasn't until she had really thought about it, which she made a point not to do until now, that she realized how wrong that was of her. This femme did nothing to her and June treated her like she was her worst enemy. To make matters worse, she used what happened to Miko as an excuse to keep Jack away from her. That was a dirty thing to do...and June knew it.

But even after realizing all of this, June still couldn't bring herself to see someone other than her worst nightmare. What she saw in their brief encounter wasn't enough to erase the image that was already rooted in her brain. She was still afraid of her and she still wanted to keep Jack as far away from the femme as possible. That's when she came to a realization. Everyone at base had all done something she hadn't. They had gotten to know "Airi". Jack, Optimus, even Arcee had all spent time with her and saw her for whoever she really was while June stayed away. Jack himself had said that if June would only speak a few words to her, she would see for herself that she wasn't who she looked like. But June was stubborn and didn't want to hear it. But now, she couldn't ignore it.

"Damn." She said to herself, defeated.

June looked at her watch. Jack should've gotten off work by now. Had it been a normal day for her, she would've still had some hours to go. But since it was a slow day, she decided that she would take off early. But before she went home, she was going to swing by the base. She wasn't looking forward to it, but she was going to give Airachnid a chance. June wasn't looking for a friend in her. She probably wasn't going to think all that differently when it was all said and done. For all she knew, nothing was going to change between them and she would still be afraid of her. But at the very least, she would listen to what Airachnid had to say. Whether or not June would change her mind about her remained to be seen, but she'd cross that bridge when she came to it.

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Jack looked at his phone and saw that he should be heading home soon, but he still hadn't spoken to Airachnid. He had all day to prepare for this, but it still wasn't easy for him. He knew that when Airi learned that he'd been banned from base because of her, she was going to take it hard. It was because of this that Jack had avoided everyone and stayed in one of the storage rooms. He didn't want them to pick up that something was bothering them, especially Airi. He spent most of the time walking around in circles, trying to find the right way to tell her the truth. Of course, he knew that everyone had to be wondering where he was and when it came time for him to leave in a few, they would ask where he'd been. Arcee had left shortly after bringing him to base for reasons he didn't know and he'd been in this room since. He didn't even know if she had gotten back or not.

His only company was the stasis pod that contained the far less pleasant to be around Airachnid. Jack stopped to look up at the predatory Decepticon with resentment.

"This is all because of you, you know. You're the reason why Mom hates her."

Of course, Airachnid couldn't respond. She probably couldn't even register anything going on around her.

"I just don't understand. Are you really her? Did you both go through the same life only turn out so differently? Because if you did, you have no excuse."

Jack didn't know why he was even talking to this femme who probably didn't hear a word he said, but he was so angry by what was going on that he wanted to give her a piece of his mind.

"Maybe I'm wrong. Maybe something happened to you that didn't happen to Airi and made you the way you are. But if you both lived the same life, then I know that you are what you are because you're evil. And if that's the case, you deserve to be in there. Airi's a kind femme. She actually has a spark, unlike you. She has people waiting for her to come home while the Decepticons haven't even asked about you. Even your Insecticons have abandoned you. Now look where you are. Look where being alone and making enemies has gotten you. You deserve to be alone. Airi's never alone. She has her people and she has us and we'll always be there for her. But because of you, someone she really cares about doesn't trust her."

Jack stopped himself to keep from getting worked up.

"I mean...If you _had_ been through something she hadn't..."

Jack couldn't believe that he was thinking this, but meeting Airi changed how he looked at certain things. To him, she was a possibility that never happened in this world which made him look at Airachnid a little differently.

"We could've been friends. You'd have people that actually cared if you lived or died. You might've had a partner of your own. But instead, you decided to become a monster and now you have no one. Part of me feels bad for you...but you've brought this on yourself.

This wasn't the first time that Jack had thought about this. Ever since that day in New York, he had often thought about the things that were different in Airi's mirror world. He and the other humans were the same, but the 'Bots and 'Cons were all different. Was Megatron still a gladiator and Optimus a clerk from Iacon? Did Arcee still have two sisters? He knew she had taken and lost two partners. Were the Wreckers still Wreckers? Was Bumblebee still a scout who had lost his voice? What was the deciding factor that set everyone on Cybertron on to the paths they all had taken? And if the Airachnid of this world had chosen a different path, would Arcee have chosen differently as well. Could she have been Jack's enemy as Airachnid could've been his friend? It was almost enough to drive him crazy to think about. But then, what could've been was only that, a could have. What had already been was written in stone.

"Airi's shown me that you didn't have to be a Decepticon, but you chose to become one. That's why you're in there. You only have yourself to blame."

"Who are you talking to?"

Jack turned around to see Airi in the doorway.

"Airi." Jack said in surprise.

Airi took a look at the stasis pod with her counterpart sealed inside.

"Oh...my 'sister'." She said.

She walked in and stood next to Jack in front of the pod.

"I can't believe that there exists a me that would try to hurt you."

"You're not her, Airi."

Airi looked closer through the opening over Airachnid's face, her own reflection cast over it. She placed her claw over the opening and looked down with her optics shut. It was easy to see why they all distrusted her in the beginning.

"Airi?"

Airi remained as she was for a few seconds. When she looked back up, she turned to Jack.

"Where have you been all day, anyway?"

The question caught Jack off guard and he didn't know what to say. If he told her that he'd been there with the pod, she'd know that something was wrong.

"Oh, just wandering around."

"After Arcee dropped you off, you just sort of disappeared. She was starting to get worried about you. Have been in here this whole time?"

"No." He lied. "I've just been..."

"Jack, is something wrong?"

"No." Jack quickly answered.

Airi looked at him in wonder, her arms crossed in a way that was either to be firm with him or was curious.

"You sure?"

"Yes, Airi. I'm fine...It's..." Jack thought of only one way to try and end this conversation. "Girl trouble."

Unfortunately, it backfired.

" _Really_?" She said, suddenly smiling with interest.

Jack knew what was coming. She was going to start with the flirting and tease him mercilessly.

"Oh, God. What have I done?" He said.

"No, no, I want to hear this. What kind of girl troubles?"

Airi was genuinely interested, believing it had something with Sierra.

"Very personal and embarrassing like...'I wouldn't even talk about it to my mother' embarrassing."

Airi decided to go easy on Jack this time.

"Alright, alright. I get it, you're not comfortable talking about it."

"No, I'm not."

Airi understood. She had to trick her Jack into talking about his feelings for Sierra and even then, he was too embarrassed to talk about it for very long. Just knowing that this Jack was going through the same thing was enough for her. She just hoped that he would talk to Arcee about it, or anyone really. Maybe she could get her involved in this matchmaking scheme of hers.

"Well, I'm here when you do want to talk about it. If not me, then I'm sure Arcee would be willing to listen."

Airachnid looked back at the stasis pod.

"Let's get out of here, Jack. I think we've spent enough time with my twin for one day."

Jack kept his troubles from appearing on his face, but he was still conflicted. He was going to have to leave very soon and he still hadn't told Airi the truth. This would have been the perfect time for that, but again, she seemed so happy when they were talking about his "girl trouble". And before that, what she said about Airachnid...Jack couldn't tell her about being banned after that. Once again, he choked when it came time to talk to her. Worse yet, Arcee wasn't going to go behind his mother's back a third time. He had minutes left at the base and he didn't know what to do. Maybe, before he left, he could talk to Optimus. He always seemed to have the answers Jack needed. Yeah, that'd be the best thing to do, Jack decided.

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The main hall was still lively since mostly everyone still had an hour to kill before heading home. Optimus and Ratchet were discussing something by the terminals. Sierra was cheering on Miko as she was dominating over Raf in a round of BlazBlue Chrono Phantasma, while Bumblebee watched in despair. Wheeljack and Bulkhead were reliving the glory days of the Wreckers. Smokescreen was on patrol and Arcee was doing nothing except wondering where her partner had run off to. The proximity alarm had sounded, signalling someone coming through the tunnel. Everyone thought it was Smokescreen coming back from patrol.

"Looks like Smokey clocked out early again." Bulkhead commented.

"He's never gonna be taken off probation." Arcee replied.

"Oh, boy." Ratchet added.

"What is it, Ratchet?" Arcee asked.

"It's not Smokescreen. It's nurse Darby."

Arcee's optics went wide suddenly and looked panicked.

"Oh, no." She said.

She looked back at the tunnel and heard the sound of an approaching vehicle. The femme was tempted to run for the hallway to find Jack and keep them both out of sight until she left, but she knew that the others would not know to cover for her. Sure enough, June's Ford Crown Victoria pulled into the base and came to a stop. Arcee's only hope was to cover for Jack and hope that he stayed wherever he was hiding and that the others wouldn't contradict the lies she was about to tell to June. The nurse exit the vehicle, noticing Arcee before anyone else.

"Arcee, what are you doing here? Why aren't you with Jack?" She asked.

"Uh...Jack had to cover someone elses shift at K.O. He's got another hour before he gets off work."

Optimus looked at Arcee disapprovingly. It wasn't hard to figure out what was going on. Hoping to keep her from digging herself deeper, Optimus took control of the conversation.

"To what do we owe this pleasure, Nurse Darby?" Optimus asked.

June blushed slightly as Optimus talked to her politely. He had that effect of her since the day they first met and she didn't know why.

"Actually, Optimus..." June took a deep breath. "I came here to see Airachnid."

She sounded as if she had to force herself to even speak the name. Everyone at base, even Arcee, was shocked to learn that June had came to talk to Airi.

"Can you tell me where she is?"

Optimus was conflicted now. He didn't want to lie to June Darby, but he also didn't want to get Jackson or Arcee in any trouble. He most certainly did not want to cause any trouble for Airachnid who had nothing to do with whatever was going on with his second in command and her charge.

"And may I ask why you wish to see Airachnid?"

"Just to talk, Optimus. I..."

Before June could say another word, she heard a set of metal foot steps coming from down the hall. Knowing that only two Autobots were unaccounted for, she expected to see Airachnid or Smokescreen. She took another deep breath, bracing herself for a very uncomfortable conversation. But when the black and blue femme walked through the corridor and into the main hall, June was shocked to see her son standing right next to her.

Jack had been looking up and talking to Airi as they walked side by side. She stopped suddenly in shock and he looked over to see what caused this. When he saw his mother standing there, looking aghast, every one of his senses failed him.

For a brief moment, everyone stood silently and it seemed like the base was frozen in time. June's face suddenly hardened and she began walking towards the two. Jack moved to meet her halfway, if only to keep her from going after Airi.

"Mom, wait. She didn't know anything about..."

"Get in car, Jackson. You have no idea of the trouble you're in."

She wasn't yelling. Her voice actually seemed lower than normal. It was enough to make everyone at base tense up. Jack looked back at Airi, who stood there with nothing to say. Jack looked at her apologetically and she looked away in sadness. Jack believed that she had figured it out by now. They all probably did. June didn't even spare her a glance. She and Jack walked back to her car as Arcee came forward to try and cushion his fall.

"June, this was all my idea." She lied in an attempt to take some of the heat off Jack.

"I actually took what you said to heart, Arcee, and you have been lying to me this whole time."

"Yes, I have and that was wrong of me. But June, please..."

"I don't wanna hear it. Between you and my son, I've had my fill of lies for the week. And for tonight, at least, I don't want you in my garage."

Arcee expected this, but for it to actually happen, it was like a blade to the spark. June had banned her from their home, if only for one night.

"Mom, wait..." Jack tried to mediate.

"Not another word from you, Jack." She said harshly.

"Ms. Darby." Optimus came forward to say. "I understand that you are angry with Jackson. Know that I too am disappointed with my second in command for her poor decisions. But this does not eliminate the dangers that you and he have been exposed to. For your own well being, I do not advise that you forbid Arcee from protecting you and Jackson."

"You're right, Optimus. But I doubt the Decepticons are going to attack us tonight of all nights and right now, I can't stand to even look at her. Tomorrow, I'll figure out what to do about this. But first, I need to have a very long talk with my son and I don't want her to have any part in it. So if you'll excuse us, we are going home."

June gave Jack and commanding look and the teen got into the car without protest.

"And I wouldn't expect my son's company any time soon." June said as she entered her vehicle.

June Darby turned her car around and drove out of the base, leaving the rest to take in what had just happened.

"So, does that mean Jack's not part of the team anymore?" Rafael asked.

"I am uncertain, Rafael?" Optimus remind. "Ultimately, that decision lies with Ms. Darby."

Raf looked very disappointed to hear that. Sierra looked even more disappointed. But Airi looked the most upset about this, though she was trying to hide it. Optimus looked over to Arcee, who looked like a teenager who had just let her parents down.

"Arcee, after the children have gone home, you will explain to me why you chose to lie to Ms. Darby and bring Jackson here behind her back. Is that understood?"

"Yes, Sir." She lowly said.

The Prime turned away from Arcee and went over to Airachnid with a much more sympathetic look.

"I'm sorry, Airachnid."

"It's alright, Optimus, it's not you. I suppose, June won't come around after all."

"I'm afraid not. Perhaps it is best that you and Bumblebee take your charges home early tonight."

Airi was about to say something, but she was interrupted by the sound of someone contacting the base.

"It's Agent Fowler. He seems to be calling from a military base in New Mexico." Ratchet announced.

Airachnid's mood worsened when she heard the agent's name. She was still angry about his interrogation the last time they saw each other. Ratchet put the call through and was met with an image of Fowler from his VTOL.

 _"Prime."_ Fowler called.

"Agent Fowler." Optimus answered.

 _"We have a situation here at base OZ. We're being attacked. It's the Decepticons."_

Every Autobot at base, even Airi, turned their attention to the monitor.

 _"Most of my guys are out of the woods, but we still have a few trapped under 'Con fire. Megatron sent two of his heavy hitters along with the faceless goons."_

Optimus looked to Airi and back at the monitor.

"Which two Decepticons, Fowler?"

 _"I don't know who's who is Buckethead's army, but it's a big blue one carrying some kind of mini-gun and red one with an electric prod."_

Knockout and Dreadwing, Optimus realized.

 _"Optimus, if you guys don't get here soon, my boys are done for."_

"We're on our way, Agent Fowler."

Optimus cut communications and turned to Ratchet. The medic nodded and opened a ground bridge to the bases location. The Autobots gathered together and prepared to head out into battle, including Airi. Optimus walked up to her before anyone left.

"Airachnid, perhaps it would be wise for you to remain here." He said.

Airi thought about what she wanted to do. She wasn't is the happiest of moods right now and while she wasn't sure who the red Decepticon might be, she knew that Dreadwing was there. Maybe Optimus was right. Maybe she should sit this one out.

"Airachnid." Optimus called.

Airi made her decision.

"I have to do this, Sir." She said.

Ratchet turned around to address her.

"You don't, Airachnid. We understand if you wish to stay behind."

"I can't put this off forever, Doctor. I need to face them sooner or later."

"Are you certain that you are ready for this?" Optimus asked.

Airachnid looked over to Sierra, who looked very worried. But she smiled supportingly at her partner. Raf, who stood in front of her, did the same.

"I am, Sir."

"Very well, then."

The Autobots turned to face the bridge. Bumblebee stood next to Airachnid.

"Who is he, the red one Fowler was talking about?" Airi asked.

Bumblebee was hesitant to say, but better to know now than to be surprised later.

 **"It's Knockout."**

Airi closed her optics.

"I see." She said.

 **"Are you sure about this, Airi? You can still back out."**

"No, Bumblebee. It's now or never."

Bumblebee turned his attention back to the portal.

 **"I've got your back."**

"Thank you." She said gratefully.

"Autobots." Optimus began. "Transform and roll out."

The Autobots transformed into their vehicle modes and went through the ground bridge one after the other. When the portal closed, Ratchet, Raf, and Sierra were left to worry about their friends.

"She'll be okay, Sierra." Raf said.

"I hope so, Raf."

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The car ride home was as silent as the crypt. Jack could almost feel the anger of his mother coming off of her. Jack knew that he was in for it when he got home. He thought he could roll the dice a second time and he fragged himself over. He'll probably never be allowed to go back to base. The only silver lining was that his mother still understood Jack's need for protection. But he was also afraid that she might demand that Arcee be replaced as his guardian. They pulled up to the house and went inside. Once the door closed, June looked at Jackson fiercely.

"Sit." She said, nodding her head at the couch.

Jack did as he was told and June stood in front of him with her arms crossed.

"Why, Jack?"

Jack didn't know what to say. He knew what he wanted to say, but he also knew that he could only make it worse if he did.

"I'm waiting, Jackson Darby?" With her voice raised a little.

Jack exhaled and began to speak.

"I just..." Jack felt small right now with the way his mother stood over him. "I just wanted to make sure Airi was okay."

As Jack expected, his mother didn't take that well. She scoffed and looked away

"Mom, I'm sorry."

"I don't want to hear 'I'm sorry' from you, Jack. I want to know what made you so worried about her that you would disobey me like this."

Jack didn't want to say the wrong thing, but his mother's attitude towards Airachnid wasn't sitting well with him.

"Answer me, Jack."

"Would it matter what it was, Mom?" Jack snapped back quickly, causing his mother to pull back suddenly.

"No, it wouldn't because I told you that I didn't want you there and you went there anyway. Nothing you say is going to make that right."

"Yeah, figures." He mumbled under his breath.

"Do you have something you want to say to me, Jackson?" His mother asked harshly.

Jack tried to hide his angry look but his mother just wasn't being fair.

"Why are you punishing Airi like this?"

June was shocked by the sheer audacity of the question.

"Punishing Airachnid? I'm not punishing Airachnid, I'm punishing you."

"You don't get it. You don't get it and you don't care." He replied with his voice raised.

"Don't you _dare_ raise your voice to me, Jackson Darby."

Jack backed up, not wanting to overplay himself.

"You don't care...but I do." He calmly.

June didn't avert her gaze. If her son was trying to guilt trip her, she wasn't going to be moved.

"Well, Jackson, that's very nice of you to care about her. _I_ care about your safety and that's why I didn't want you back there."

"Because you think she can't be trusted, but you're wrong."

"I'm sorry you feel that way, but it doesn't matter. You're _my_ son and I didn't want you there but you went anyway behind my back. I can't trust you, Jack...not anymore."

Jack knew that this battle was already lost. He didn't know what was gonna happen after tonight, if he would ever see the base, or all the Autobots, again. His phone suddenly rang in his pocket and he checked to see who it was. It was Sierra.

"Don't even think about it." June warned.

Jack ignored the call and placed it on the couch.

"Is there anything you have to say, Jack?"

Jack decided that if he was on permanent house arrest, he may as well say his peace.

"I'm sorry I lied to you and I'm sorry I went behind your back. But I'm not sorry for being Airi's friend, for caring about her. All I wanted was to make sure that she was okay after what happened to Miko and I couldn't bring myself to tell her that I wouldn't be around for a while. I should've done that yesterday when I got out of school. I know that now."

Jack got up with his phone in his hand, ready to turn in.

"The phone, Jack, give it to me." June said.

June taking Jack's phone away was very telling of how angry and upset she was. She was going to remove her way of keeping in contact with him when either of them wasn't home.

"When you get home from work, you will call me from the house phone so I know where you are." She added.

Jack didn't fight back. He gave her his phone without complaint. He placed it in her hand quietly.

"You can go, now."

Jack turned his back to her and started to leave.

"I was going to talk to her today, you know. That's why I was there."

Jack stopped, but didn't turn around.

"I wanted you to be safe whenever Arcee left you for a mission...So, I went there hoping to find a reason to trust her...What I got instead was a reason not to trust you. You disobeyed me, Jack. I'm not punishing you for being friends with Airachnid, I'm punishing for that. I expected better from you."

His phone rang once again and June saw that it was the second call from Sierra. She handed the phone back to Jackson.

"Here, tell her that you won't have your phone for the time being and that you won't be going back to base."

Jack took the phone and braced himself. Sierra was probably about to head home, meaning she would be with Airi. Breaking the news to Sierra meant breaking it to her as well. Jack hesitantly answered.

"Hey, Sierra." He answered lowly.

Jack's expression suddenly changed and worry began to spread across it.

"What?...What happened?...You're still there...Oh my God...Yeah...Thanks for telling me...Bye."

Jack hung up with the phone a frightened look on his face. He sat down on the arm of the couch, staring off into space. His mother soon became worried as well.

"What is it, Jack?" June asked in concern.

"It's Airi...She's been hurt...bad."

Even if June didn't trust Airachnid, she knew that her getting injured would hurt Jack.

"The children?" June asked.

"They're fine...They were still at base when it happened."

"What _did_ happen?"

"I don't know." He answered weakly. "But she's in stasis lock now."

"What lock?"

"She's unconscious."

June knew that this was serious. She looked at Jack, who was beginning to breath a little heavier. He suddenly looked to June with pleading eyes.

"Mom, please...I have to make sure she's okay."

"Jack..." His mother began.

"Look, I'll do whatever you say. I'll never go back to base after this. Please, just let me go see her." He said as he moved closer from the couch.

June stared at Jack and saw his eyes growing wetter by the second. He was about to cry. Did he really care about Airachnid this much? Jack took June's silence as an answer and wiped his eyes dry with his sleeve. She could see that he was disappointed, perhaps with her.

"Can I keep my phone for now...so they can keep me updated?"

June nodded her head, giving Jack this at least.

"Jack, honey..." She said as she reached out to him.

Jack turned away and walked to his room. She heard his door open and shut. Now, June felt horrible. Jack was worrying himself to tears over Airachnid and she couldn't even postpone his punishment for a night. She wasn't sure how she felt about said femme's injuries either. She had no love for her, but she didn't wish her any harm. Regardless of her resemblance, "Airi" hadn't wronged her in any way. June sighed and went to her purse. She pulled out her phone and searched for the number to base. She connected to Ratchet after a few rings.

 _"Nurse Darby?"_ A confused Ratchet answered. _"I'm afraid that now is not the best time to talk."_

"Doctor, can you send a bridge to my garage in the next minute?"

 _"I'm sorry?"_

"My son will be there shortly."

There was a moment of silence.

 _"I will send a bridge in sixty seconds. Have him ready."_

"Thank you, Doctor."

June hung up and walked up to Jack's door. She knocked twice, knowing that he was still awake.

"Jack, can I come in?"

There was no answer. June opened the door slightly and saw Jack in his computer chair, staring at his phone.

"Jack?"

Jack looked up to see his worried mother.

"Mom?"

"Anything?"

"No."

He looked restless and panicked, just as she was when she saw him that day in that cement factory with Airachnid.

"Jack...Ratchet's going to send a ground bridge shortly."

It took a moment for Jack to process what June had just told him. He looked up in shock.

"What?"

"He expects you in the garage in one minute."

Jack sat there, still looking shocked.

"Mom."

"C'mon, before I change my mind."

Jack up quickly and hugged his mother tightly.

"Thanks, Mom." He said with his strained voice.

He then walked past her and went into the garage. As he waited for the ground bridge to open up, his mother walked up behind him. He looked confused by her presence.

"What are you..."

"Did you think I was letting you go alone? You're still grounded after this, you know."

Jack looked forward, shaking his head.

"Th-that's fine, Mom. I'll do whatever you say after tonight. I just want to make sure that she pulls through. I don't even know how bad it is, but if I can help..."

Jack was rambling so June calmed him with her hand on his shoulder.

"Jack, calm down. Let's just get there and see what they're doing for her."

Jack calmed himself and nodded his head. June couldn't deny that he cared greatly for Airachnid, enough to get this upset, enough to do what he did for her feelings sake, enough to ignore the obvious that she looked like someone who tried to kill him. June was in for a long night and she knew that something was going to change by the time she came back home. The ground bridge opened up and the two of them walked into it together. As she walked through the vortex, she was actually afraid to see how badly Airachnid might be injured. June was not a callous person. She never wanted her to get hurt. After all, she did save Jack's life.

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 ***Sigh***  
 **Sorry about this, guys. Cruel way to end a chapter, I know. I'm also sorry that I have to get these out later than I want to. I'm also making an effort to make these chapters longer if I can.**

 **So to start, we explored a little of Arcee's relationship with Jack. I spent a good chunk of the chapter going into detail how she viewed his relationship with Airi compared to their own. Now, I wouldn't say that Arcee is jealous of Airachnid being so close to Jack, but rather insecure of how quickly they became so close. Not only is she seeing how quickly Jack and her became friends, but she realizes that this must've happened the same way with Airachnid and her Jack. This leads to her thinking about how she treated Jack when they first met and she starts feeling a bit threatened. We also explored the relationship with her and June and the trust June puts in Arcee. I feel like after all that, June's reaction to finding out that Arcee lied to her would be more understandable.**

 **Now, before you start to dislike June too much, understand that this chapter, she _was_ making progress. She was willing to hear Airi out, even though she didn't think it would really change anything as far as the two of them went. Her reaction to seeing Jack at base against her wishes and telling Arcee not to come home was really a knee jerk reaction. I like to think that given enough time, June would've come back around to talking to Airi after cooling off for a week or so. You notice that aside from the little scoff about Airi, June really didn't bring her up much when she reprimanded Jack. She was much more angry with him going behind her back for two days and Arcee lying to her.**

 **And of course, there's the ending. The next chapter will go into exactly what happened when Airachnid went to face the Decepticons with the Autobots and how she got injured. At the very least, June seems to be letting go of some of the animosity she has towards Airi by letting Jack go see her.**

 **But to add to all of this, Shockwave and the Predaking are on their way to Earth with a huge supply of red energon and even more still to be collected. Airachnid's troubles are just beginning.**

 **So, I will next you next chapter with the goods. Peace out and to all my American readers (assuming I have some from other parts of the world), have a Happy Thanksgiving.**


	13. Chapter 13

When Jack and his mother entered the base, most of who were there were surprised to see him. But it did little to lift the tension that was filling the main hallway. Jack scanned the area, in search of Airachnid. She wasn't there, meaning that Ratchet was working on her somewhere else.

'Where Sierra and Raf wouldn't see her.' Jack realized, causing him to worry.

Jack looked around again, this time looking for Sierra. He saw her sitting with her back against the rails of the upper level, telling of her stress. He quickly walked away from his mother and headed for the stairs. June watched in concern, but then looked around and met eyes/optics with Arcee. The femme turned away shamefully, allowing her to be spared an unhappy look from June. However, June wasn't there to cause any more tension than there already was. She was there to keep an eye of Jack.

Jack got to the upper level where Sierra was sitting with her face buried in her knees. He couldn't tell if she was crying or sleeping. He knelt down in front of her, not wanting to startle her since she obviously wasn't aware of his presence.

"Sierra?" He asked.

She gasped slightly behind her knees and looked up at him with a tired face. She _was_ sleeping.

"Jack?" She weakly said.

"Hey." The cautious teen replied.

"What are you..." She began as she wiped her tired eyes. "I thought you went home."

"Yeah and then you called me so I came back." He responded, trying to keep up a smile.

He could tell by the look on her face just how worried she was. Sierra's sudden smile showed that she was happy about Jack being there, but then she looked uncertain all of a sudden.

"Does your Mom know you're here?"

Jack cut his eyes away, knowing that his mother probably wasn't Sierra's favorite person right now. When he didn't answer right away, she looked alarmed.

"Tell me you didn't sneak out to come here."

"What?" He replied suddenly.

"If your Mom finds out..."

Jack cut her off before she could say anything that would draw June's attention. He didn't want to increase tension at the base.

"Relax, Sierra. My mother knows I'm here." Jack said just before rubbing his head awkwardly. "She kinda came with me."

Sierra didn't realize how she reacted at Jack telling her that, but it wasn't positive. Thankfully, Jack was too busy looking away to notice. Thank God for his awkwardness. Sierra was tempted to ask why his mother was even there, though she expected that it had something to do with her issue with Airi. Of course, she knew that was not the appropriate thing to get wrapped up in, especially when she realized that Jack was as worried as she was.

Sierra stood up and leaned over the rails of the platform. When she did, she saw June Darby standing below, looking up at where they were. Their eyes met for a second, but Sierra quickly looked away, hoping June didn't see the face she made when she saw her. She turned back around, leaning against the rails. Jack did the same, his hands in his pockets. He had a distant expression on his face.

"H-how is she?" He asked.

Sierra looked at Jack, who was as anxious as she was. She wished she had a better answer for him, for both their sakes.

"I-I don't know, Jack. Ratchet hasn't said anything. He and Optimus have been in the back room with all of Ratchet's equipment since they came back."

There was a hesitance in his posture, as if he was afraid to ask questions...or get answers.

"Where are Raf and Bumblebee?" He asked to try an take his mind off the obvious.

"Raf didn't want to go home. He wanted to stay and help Airi, but Ratchet thought it'd be best if he didn't see her..."

Sierra stopped herself from saying "like that", referring to her condition. Again, she forced herself to hide her expression when she remembered what they had done to Airi.

"'Bee took him for a drive. He wanted me to go with them, but I didn't want to leave Airi."

Jack nodded his head, but his mind was half drifted. So much he wanted to know, but didn't want to know.

"So what exactly happened after I left?" He asked.

Sierra took a moment to recount the events after Jack was dragged away from the base by his mother.

"After you left, the guy who interrogated Airi called for help. He was under attack from Decepticons. Some of his men were trapped and he needed the 'Bots to rescue them."

Jack was able to piece a little of the story together. Decepticons meant Airi's friends, or rather, their counterparts.

"Who was there?" He asked.

"Ratchet said two 'Cons named Dreadwing and Knockout."

It was as he feared, she ran into another face from her home that wasn't as friendly here. He could only assume that she hesitated when the moment of truth came. She wasn't ready to face them. That was one possibility. Another was that she might've been distracted by what happened earlier. Why didn't she just sit this one out? Optimus would've understood. It was just Dreadwing and Knockout. They could've handled it without her.

Jack realized that he was overthinking things because he was too worried. He turned around to look over the base from the platform. He scanned the area, in search of his partner. He really needed to go for a ride right now. Sure, he came here to see if Airi was okay. But she was still being treated and there was nothing for him to do but worry. Maybe by the time they came back, Ratchet would have some answers for them.

The two of them were silent for a brief period. Any other time, this would be an opportune moment for Sierra to try and get closer to Jack. Heck, if Airi could, even in her condition, she'd tell Sierra to go for it. But she couldn't even entertain the thought right now. She still had images of how Airi looked when she returned to base earlier.

She sharply exhaled to get rid of that image, shutting her eyes for the effort. She cursed herself for reacting so audibly, fearing that Jack might've heard her. He didn't know how badly hurt Airi really was and she hoped he wouldn't find out. He worried enough that he didn't even seem to notice her reaction. Still, she really wished for the same comfort they shared when Airi went after Miko during the mission to save Wheeljack. But if she got too close to him now, he would pick up just how scared she was for her guardian. He'd want to know how bad her injuries were.

Jack was unnervingly quiet and still, neither speaking or moving. Sierra noticed this. He had gotten so quiet that she almost forgot he was even there.

"Jack?"

She looked to her side and saw that Jack was standing near perfectly still. His eyes, disturbed about something, were set firmly on something else down below. She looked to where he was staring and saw that by the ground bridge, were puddles of blue energon...Airi's energon.

"Oh God." He said just above a whisper.

Jack took a few steps back and then began rushing down the stairs. Arcee must've picked up on something because she was waiting for him at the bottom.

"Jack, are you alright?" She asked.

Jack looked up to Arcee, out of breath from running.

"Arcee...What happened out there?" He asked with urgency in his voice.

Arcee's expression told Jack that whatever happened to Airi was bad. Jack turned around with both hands on his head.

"Primus." He said.

"Ratchet and Optimus are doing everything they can." Arcee said.

Jack turned back around, as worried as Sierra was earlier.

"Can we see her?" He pleaded for himself and Sierra.

Arcee closed her optics and shook her head slowly.

"Optimus doesn't want anyone to see her, not in the condition she's in right now."

The last part of that sentence made Jack assume the worst. He stood there with wide eyes, staring at something invisible on the ground, he hand over his mouth. He walked over to the stairs and sat down on the fourth step. He rested his elbows on his knees, locking his hands together. As he rested his forehead on them, hiding his face away, his right leg was bobbing up and down nervously.

Arcee could see that her partner was panicking and decided that he needed to take his mind off what was happening. She began to walk over to him, only to stop when she saw June walk in front of her. She didn't take another step forward, not wanting to violate her space. Thankfully, June was so focused on Jack that she didn't spare another angry look to Arcee.

June knelt down in front of her son and placed her hand on his shoulder.

"Jack."

Jack's response was to shake his head, not looking up at her. He wasn't really responding to her as much as expressing his stress through movement.

"Jack, honey, you need to calm down." She said.

"Her energon..." Jack said.

June didn't seem to understand what he meant, but Arcee did. She looked back to the ground bridge and saw where Airi had bled.

"Can someone please tell me what they did to her?" Jack pleaded.

Arcee didn't want to tell him, neither did anyone else.

"You _really_ don't wanna know, Jack." Smokescreen said.

That was enough to push Jack even further.

"Jeez." He said, stressfully.

" _Smokescreen_." Arcee said harshly to the rookie through clenched teeth.

Jack got up and walked to the center of the base, then began walking around the area with the same worried look that Sierra and Raf had on just moments ago. He'd stop at the end of one side, pause to rest against something for a moment or two, then move to another area.

Arcee didn't want her partner to to stress himself out while he waited for news on Airachnid, but she didn't know what she could do with June there. But from the corner her optic, she saw his mother step forward. She cautiously looked down to her side and saw that his mother was getting worried about Jack's behavior herself. Arcee hated to push her luck, but she had to risk it for Jack.

"June?" She nervously called.

June looked up at Arcee without any of the anger she'd shown earlier. Arcee was looking down at her with pleading optics, asking June for permission without saying a word. She surrendered with a sigh, looking forward as she spoke.

"Go ahead, Arcee. He needs you."

Arcee smiled in appreciation, though June didn't see it. She stepped in front of Jack's path, causing him to stop and look up.

"Arcee?" He asked in confusion.

Arcee transformed into her alt form.

"Hop on, Partner." She said.

Jack was unsure if he wanted to do that. He looked back to his mother, who sympathetically smiled back at him. He returned the smile, appreciating her showing him leniency. She didn't even seem to mind that he didn't have his helmet. Jack climbed on to his partner and they rode through the tunnel and into the night.

June watched the pair disappear, happy that Arcee was there for her son. She'd forget sometimes that the femme was very much the big sister to Jack. This only served to remind her how foolish it was to keep them apart, making her reconsider whatever punishment she had yet to think up.

She left her son in Arcee's hands for now, but remembered another worried teenager in the group. She looked back and saw Sierra sitting where Jack was seconds ago. Just as he was, she too showed signs of worry and stress. She wasn't as panicked as Jack, most likely because she'd had more time to calm herself down before they showed up. But then again, Airachnid was her guardian, as strange as that was. She may not look as worried as Jack, but it could just be that she was hiding it better.

Before June could even take a step forward to try and ease her worry, the ginger teen looked up and met eyes with the person of her interest's mother. This time, her expression was noticed...and it wasn't one of approval. Sierra's unhappy look the moment she saw June caused the mother to remain where she was. Before she could respond, Sierra stood and walked back up the stairway, not even looking behind her.

June didn't know why she expected differently. Airachnid was Sierra's guardian and friend. And even to June, who was rarely at base anymore, it was obvious that Sierra was interested in her son. Acting so hostile towards Airachnid and grounding Jack from the base probably didn't give Sierra a good first impression of her. She sighed in regret for how she handled both instances with Airachnid, especially since she really wanted to help Sierra. Thankfully, Bulkhead walked over, getting June's attention.

"I'll go talk to her, June." He said.

The green giant walked up the wide ramp that allowed the Autobots to join the humans on the platform. June was thankful to him. At least Sierra had someone to talk to. But with the way she was acting towards her, she couldn't help but wonder if Bulkhead or anyone else felt the same way. June, despite still not trusting Airachnid, had already realized that she was being cruel to the new femme. But did the Autobots see her the way Sierra did? Did they think less of her because of her treatment of Airachnid? After the way she left with Jack, was she even welcome at base anymore?

And what about Optimus? How did he feel about her after everything that happened tonight? She really didn't let their opinions affect her or her decisions because none of them were parents. But Optimus was an individual who's opinion she valued greatly. He was certainly wiser and more knowledgeable about many things she was not. That's part of what being a Prime meant, as she learned. If the way she treated Airachnid changed the way he looked at her for the worst, than she knew that she was in the wrong, no matter how she tried to justify it. As Arcee once told her: a Prime is rarely ever wrong, which meant that June might be. Realizing this, she began to feel slightly ashamed of herself. Even if she didn't trust Airachnid, she knew that she handled the situation poorly and immaturely, very much the opposite of how she raised Jack to handle his problems.

"Do as I say, not as I do." She said bitterly to herself. "I'm becoming my Mother."

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Jack and Arcee rode a distance from the base, deep into the desert. It wasn't very late in the night, still an hour or so before the new day, but the Nevada sky was still clad in dark blue with a flurry of bright stars. It was the one good thing about living in the middle of nowhere, the sky was always beautiful.

But Jack was quiet the entire ride, still thinking of his injured and bleeding friend. Arcee could see through her mirrors that he was lost in thought. The ride had calmed him down, but it didn't take his mind off what was bothering him. Deciding that they were far enough, Arcee came to a skidding stop. Jack looked confused by the sudden pull over.

"What's up, Arcee?" He asked.

Jack got off and allowed his partner to transform. He knew that she didn't really care to stay in vehicle form unless she was moving. When she took her bipedal form, she knelt down, resting her arms over her knee and looked at Jack.

"You okay, Partner?" She asked with concern.

Jack glanced away. He didn't like to make others worry about him, especially when there was another who needed to be worried about.

"I'm not sure."

Jack stood there with his hand on his head, trying to get his mind off what they had left at base. Maybe stopping wasn't a good idea.

"Jack, listen to me." Arcee said. "I know seeing Airachnid's energon on the floor scared you a little, but believe me when I say we've all gone through worse."

Jack looked up at Arcee with concern.

"C'mon, you've seen Ratchet in action. Optimus getting the Cybonic plague, Raf being infected with dark energon, Bulkhead being exposed to Tox-En, Ratchet got all of them through the worst of it. Airachnid's gonna be fine."

Jack took a deep breath. Arcee reminding him of all of that did put him at ease, but it wasn't just about her pulling through.

"Sierra said on the phone that it was bad. Optimus and Ratchet are working on her somewhere else so we can't see her condition, you said it yourself. I mean...How bad is it? Is she in a lot of pain?"

Arcee didn't have a comforting answer for Jack and when she fixed her mouth to reply but failed to say anything, it gave Jack the answer he feared. She was in pain, enough that even June would've felt sorry for her. What happened out there...

"Arcee."

Arcee realized that she looked away, further confirming what Jack already suspected. She looked back to him. He was worrying again. His eyes pleaded what he was about to ask of her.

"Please, Arcee. I need to know what happened, what they did to her."

Arcee knew that she couldn't dissuade him from wanting to hear the truth, even though she also knew that it would hurt him. Of course, they were still in the middle of the desert and she didn't want to Jack to be sitting down in the dirt while he listened, so she transformed again.

"C'mon, let's find somewhere else we can talk."

Jack nodded and climbed her alt. They rode off, looking for someplace where he could be comfortable, at least until he learned of what happened. It was going to be a long, emotional night.

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Bulkhead saw Sierra sitting up, against the far wall of the human area. Luckily for him, there was just enough room to sit down next to her. As he walked over, he noticed that she was looking a lot better than she did earlier, having been on the verge of tears. Poor Raf wasn't as strong, crying the moment he saw Airachnid. Then again, no one wants to see their friend in such a way. Bulkhead never saw what happened to Cliffjumper or most of his Wrecker comrades...and a part of him was thankful for that.

Bulkhead sat down next to Sierra, causing her to look up. Her eyes looked the same as Miko's when he would pick her up in the morning, tired. Thank Primus she wasn't here or she might try to do something foolish like when he was in stasis lock from Tox-En.

"Hey, Bulk." She said with a raspy voice.

"How ya holdin' up, kid?"

Sierra was staring at the end of the platform in front of her, not really looking at it or anything else.

"Just trying not to freak out over this whole thing."

"Yeah, I've been there. Everytime one of our own has been down like this, I get mad that I can't smash my way to a solution. But I guess that's why I'm a Wrecker and not a Prime."

Sierra didn't have a response to that, or anything that he would've said. Her mind was too occupied with worry.

"It looked bad, I know...And I don't know anything about being a medic or how to tell if something is as bad as it seems...But I got nothin' but faith in ol' Ratchet."

"I know, Bulkhead. Ratchet's gonna do whatever he can, but...It's already been so long."

"It's only been 30 minutes."

Sierra groaned into her knees.

"I knew it. I'm going crazy."

A part of Bulkhead wanted to laugh, but he felt it'd be wrong to, especially since she seemed to be unable to keep her hands still. It was like Jack bouncing his foot earlier. Bulkhead needed to get her mind off of her guardian until Ratchet came back.

"I uh...I talked to Miko the other day." He said.

Sierra moved her head to looked at Bulkhead, still resting it against her knees.

"Yeah, so did I. She had me sneak her phone in so she could send us messages."

"That explains how she's been able to call me. She could've been out already, but she doesn't want to get something called an MRI." He continued, the last part spoken in a questioning manner. "I don't know what that is, but she says she hates being in tight spaces, whatever that has to do with anything."

"Sounds like Miko."

"I keep telling her to just get it over with so she can come back to base already."

"You miss her, don't you?"

"Yeah, I do. I forgot how slow days go by without my girl. Feels like I haven't gone dune bashing in a vorn."

"Not sure what that means."

"I guess it's better this way for now. Once Airachnid pulls through, she's gonna have to ride the bench for a few days."

Although it was unwise to mention Airachnid while trying to keep Sierra's mind off her condition, he wanted to put the thought of her being okay in her head.

"Which means I'll probably be put in charge of you until she's back on her pedes or Miko comes home."

"Sorry, Bulk. You're stuck with me again."

"C'mon, Red, you and I are cool."

Sierra lifted her head up, surprised to hear someone else call her by her nickname. Bulkhead looked like he was unsure if that was okay.

"Was that _not_ cool of me? Is that something only Airachnid can call you?"

"No, I'm just surprised you did. No one else does, except her."

"Miko does, at least, she started to after she got hurt."

"Huh, really?" Sierra said. "I never heard her call me that."

Sierra became thoughtful for a moment.

"Does that mean that you and Airi are okay now?"

"Well...We have an understanding. I know I can trust her with Miko and she knows she can trust me with you. We may not be friends, but we ain't foes either. It's like me and the rookie, he's an Autobot but, you know, he's still the new guy. There's no history between us. But I trust Smokescreen...To tell you the truth, I kinda trust Airachnid in the field more than him. She ain't no rookie, that's for sure."

Bulkhead looked down to see Sierra smiling. That seemed to be a good enough answer for her.

"Tell you what, Bulkhead." She began. "You can keep calling me Red, but only if you start calling her Airi from now on."

Bulkhead seemed confused by these conditions.

"Uh...sure, I guess."

"Cool...And thanks...for giving her a chance."

"Ah, I was just bein' a block head. I can be a real June Darby when it comes to Miko, you know."

Sierra let a small, suppressed laugh.

"Speakin' of which..." Bulkhead started. "Seems like you don't really like her that much."

Sierra wasn't smiling anymore. She exhaled and looked away, defiantly.

"I-I get it...I really do. I know how Jack's mother gets." Bulkhead continued. "A few months back, Raf got hurt. She managed to help'em, but then she tried to take all the kids away from us and I really wanted to give her a piece of my mind"

Sierra looked back with a hint of concern for whatever happened in the past.

"I mean, Miko wasn't her kid and she was trying to tell her what to do. Of course, my girl stood up to her. She stuck with us because she knew this is where she belongs...But I kinda saw where June was comin' from too. And I ain't gonna lie...I was on her side at first with this whole thing with Airach...I mean Airi."

"Yeah, but you gave her a chance. You may have been a huge jerk at first, but you eventually came around."

"Yeah, but...But look what it took for me to get there. Miko had to do something reckless and Airi had to go out and save her... _and_ me. And even after we all got out of that mess, I was ready to tear into her after I saw what happened to Miko. The only thing that made me realize that she wasn't a bad guy was how upset she was about Miko getting hurt. That's when I made my peace with her."

"But you still came around. Jack's Mom didn't even try to get to know Airi."

"But I _did_ tell Airi to stay away from Miko. Plus, you're talking about a mother and her son, you gotta cut June a _little_ slack. Besides, she _was_ gonna give her a chance."

Sierra looked confused.

"Don't you remember? June came here earlier today to talk to Airi. About what, I don't know. But it seemed like she was gonna try to be friends with her. But I guess Jack's been coming here without her permission and well... _I_ freaked when I saw Miko alone with Airi, June did the same when she found out that Jack and Arcee was lying to her. You can't really blame her."

Sierra looked back at nothing in front of her, taking in what Bulkhead was saying.

"And they're here now, ain't they? We didn't think we'd ever see Jack again, but here he is...Well, he's not here now. But you see what I'm saying."

Sierra sighed because she knew that Bulkhead had a point, a few points actually. Had it not been for Jack lying to his mother, she would've been able to talk to Airi and maybe saw her for who she is. And they did come back because of Airi. It was most likely more for Jack than anything, but that could only mean that she understood that he cared about her.

"All I'm sayin', Sierra, is...let's not burn the bridge between you two just yet. Ratchet's gonna fix Airi up and you three can work things out however you think is best. Besides, I don't know if it's a good idea to have beef with the mother of the guy you're crushin' on."

Sierra shut her eyes and groaned into her knees again.

"Oh, God. Do you _all_ know about that?"

"Well, you're really good at hiding it from Jack, but _really bad_ at hiding it from the rest of us. That's how Optimus puts it."

"Even Optimus?" She said in embarrassed shock.

"He...kinda was the one who pointed it out. I didn't notice before that, but I'm also as thick as they come."

She buried her face away again.

"Dammit." She said in a muffled whine.

Bulkhead got a good laugh. Miko was gonna enjoy hearing about this. The two were quiet now, which meant Sierra wasn't being distracted.

"Bulkhead?"

"Yeah, Red?"

"...Please tell me what happened?"

Bulkhead really didn't want to have to go back to the mission, not just for Sierra's sake, but because it wasn't a something he wanted to remember either. But Sierra really felt the need to know who had done what to her partner. Bumblebee and Arcee were still out with their partners. It was probably best to just tell her the story before they could come back to hear it.

"Alright, Red, but...It ain't a great story."

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 _Ratchet had bridged the Autobots somewhere away from the military compound so they would not be thrown into the middle of the chaos. They all came to what appeared to be a forested area with a clearing not too far in front of them. From the clearing, they could hear the destruction being wrought by the Decepticons. Optimus walked towards the un-forested areas to get a better look at the compound that was under attack. It was too far into the distance to make out the specifics, but he could tell from the amount of flashes from blaster fire that there were more than just two of them. More than likely, they were just Vehicon drones. Optimus touched helm helm to contact Fowler._

 _"Agent Fowler, what is your status?" He asked._

"My status is alive and unharmed, Optimus. I'm out of the hot zone for now." _Fowler answered._

 _"We will rescue your comrades. However, I would advise that you remain where you are until we can drive the Decepticons back."_

"Copy that, Prime. I leave it in your hands. Protect my boys, okay?"

 _"You have my word, Agent Fowler?"_

 _Optimus and the Autobots stepped out into the clearing, their optics set on the illuminated distance. Airachnid steeled herself, mentally preparing for who she was about to face._

 _"Autobots, let's go!" Optimus said._

 _They took their alt forms again and drove towards the base._

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 _Half of the base was burning while the other half stood untouched. Several ground Vehicons searched the area for stragglers. Even though many of the soldiers had fled and escaped when the shooting began, many had not made it out alive. The bodies of dead soldiers were scattered through out the compound, most of them burned through from blaster fire or charred completely. Some of them were little more than piles of bones and ash. No doubt, the Autobots would not take this attack lightly, being so dedicated to protecting the natives of this planet._

 _Among the invading force, were Knockout and Dreadwing. The Aerial Armada Commander was in defense mode, awaiting the inevitable arrival of the Autobots with his mini-gun primed and ready. Knockout wasn't so prepared, as he was busying himself watching the drones clear any dead humans from their paths and out of sight. They were so disgusting to look at. He looked on with amusement, however, remembering how they had put up a pitiful defense that did nothing to even slow them down. As he sat on one of the military vehicles with his prod in his hand, he too awaited for the Autobots. While he looked bored and far less interested in what was happening than Dreadwing, he had his own reason to be there._

 _The main reason for this attack was to draw out the Autobots, specifically, Airachnid. Megatron recognized the threat she posed to his army with the information she possessed as well as the connection she held to his Insecticons. It was in his best interest that she be dealt with as soon as possible. Thinking about Airachnid made Knockout grip his prod tightly. There was a lot to discuss with that traitorous glitch before the night was over._

 _"The Autobots approach, Knockout." Dreadwing said. "Be on your guard."_

 _The Commander readied his weapon as Knockout stood up and walked to his side. Several Vehicons took positions all around the base, ready to rain down on their enemies._

 _"So, what do you think?" Knockout asked._

 _"About what?"_

 _"You think Airachnid's really one of them now?"_

 _That question caused some of the uncertainty he remembered during his last encounter with Airachnid to return. But he shoved it down as quickly as it came._

 _"It doesn't matter. She's betrayed Lord Megatron and our cause. She is to be eliminated." He replied._

 _Knockouts usual uninterested expression was a bit more focused and serious this time around. Dreadwing knew the reason why._

 _"Well then, let's see just how much her new friends have accepted her." He said coldly._

 _Optimus and the others drove through the entrance of the compound and came to a stop under the range of Vehicon blasters. They each transformed with their weapons armed._

 _Airachnid saw the blue and gold version of Dreadwing standing front and center of the attacking army. But then she looked to the red mech next to him and instantly recognized him as Knockout._

 _His colors were different, but she already knew that. The way he was looking at them was not how she remembered at all. She had no idea what this Knockout was like, if he was the same sarcastic, uninterested, and vain medic she remembered. But the hostile look he had on his face was not one she had seen before, even when they were the only two Autobots left. Knockout was one to try to go out with a smile if he could, but this one wasn't smiling at all. He didn't just look hostile, he looked angry. Then Airachnid came to a realization. It wasn't the Autobots he was looking at so hatefully, it was her._

 _"Here we are again, Optimus." Dreadwing began._

 _"Indeed, Dreadwing." He replied. "Tell me why you are attacking this compound._

 _Dreadwing didn't reply, but Knockout smirked in a way that was almost how Airachnid remembered, were it not for the clear malice that went with it._

 _"You Autobots are painfully predictable." The red mech said. "We knew you just couldn't resist coming to the rescue of these fleshlings."_

 _Optimus tightened his fists. He hated when the Decepticons targeted humans to draw them out. Airachnid, however, was more shocked than anything, especially to hear Knockout's distinguishable voice again. He talked how she remembered, but said things Knockout wouldn't say. The medic was never a fan of humans, but was also never thought so little of them to use such a term. He most certainly would never think to use them as bait._

 _"So, this was all for the purpose of luring us out into the open." Optimus stated. "What is Megatron playing at? If he brought us here to try and wipe us out, he would not have sent only the two of you."_

 _"You are correct, Optimus Prime." Dreadwing said. "This attack was to draw you out, but it's not you Autobots that he's interested in."_

 _"Then what_ do _you want?" Arcee demanded as she stepped forward._

 _Knockout stepped forward as well and pointed his prod at the group._

 _"We want her." He said._

 _The team looked to who he was pointing at, Airachnid. Said femme looked only slightly surprised, though she was hiding the nervousness inside of her._

 _"And what do you want with Airachnid?" Optimus asked._

 _"What do you think, Optimus?" Knockout answered. "We want to snuff the little traitor's spark."_

 _Bumblebee beeped something back in an angry response while the others stood their ground._

 _"Under normal circumstances..." Dreadwing began. "A situation like this would call for Lord Megatron to handle it himself. He would want a traitor to be dealt with brutally for the rest to see."_

 _This was the first she had heard of her former leader from the mouths of the Decepticons and she didn't like what she was hearing._

 _"But with the other traitor, Starscream, still on the loose, Megatron simply wants the matter dealt with in a timely manner." Dreadwing finished._

 _Optimus knew that this was a half truth, at best._

 _"And you thought, what, that she would come here alone,_ knowing _that you're after her?" Arcee skeptically asked._

 _The femme was as suspicious as her leader. Knockout seemed to find amusement in Arcee questioning their methods._

 _"Actually, sweet-spark, we came to offer you a deal." He replied to Arcee._

 _"A deal?" She responded, again, with skepticism._

 _"That's right, a deal." Knockout said again._

 _"As if we'd ever bargain with 'Cons." Wheeljack stated._

 _Dreadwing lowered his weapon, seemingly curious._

 _"Is that so, Wrecker? You distrust us Decepticons and yet...you harbor one of our most untrustworthy."_

 _As he said that, he set his optics on Airachnid, who again, behaved very uncharacteristic from what he remembered._

 _"Need I remind you of her crimes against your faction back on Cybertron?" He continued._

 _Dreadwing looked to Arcee._

 _"You there, two-wheeler."_

 _Arcee didn't like the way he addressed her._

 _"That femme behind you held you captive for days, did she not? She tortured you for information and pushed you to your breaking point."_

 _Arcee balled her fist at being reminded of what Airachnid had done to her. As Airi heard this, her optics widened with shock. A torturer, is that who she was in this world?_

 _"Arcee." Airi said, clearly in shock._

 _When Arcee didn't respond or even look back, Airi began to worry about her and what she might do. The worry on her face was clearly seen by Dreadwing, once again, causing him to question her. Knockout, if he had seen it as well, didn't seem to care either way. He decided to continue where Dreadwing left off._

 _"And if I remember correctly, when you didn't tell her what she wanted to know, that's when she brought out your old pal, Tailgate."_

 _Arcee heard Airi gasp behind her, but her rising anger was overshadowing her concern._

 _"I saw what she did to that cocky mech. Did you know she kept his helm until she fled Cybertron?"_

 _Arcee armed her blades and would've ran at the medic had Optimus not put his arm out to stop her._

 _"Don't, Arcee." He said._

 _The femme was able to hold herself back, but she was still livid. Airachnid would've tried to calm her down, but she had a feeling that she would be the last femme Arcee would listen to._

 _"Typical." Knockout added. "And you Autobots wonder why you're losing the war. You spend more time trying to save your enemies than killing them."_

 _Arcee calmed down and looked to Optimus with uncertainty. The odds were not in their favor. The Prime lowered his arm and looked over his shoulder to Airachnid. The femme looked up to him. He could see doubt in her optics, wondering if his promise to her was genuine. Optimus looked back to Knockout and Dreadwing. Suddenly, he shifted and aimed both blasters of them, causing the army of Vehicons to charge their own._

 _"The Autobots do not abandon their own, nor do they surrender them to the enemy."_

 _To Airi's surprise, everyone else followed the Prime's lead. Both Dreadwing and Knockout were absolutely shocked that the Autobots were so willing to protect Airachnid._

 _"Dreadwing, Knockout." Optimus said. "I will give you only one chance to leave this place. Return to Megatron and tell him that we are not going to surrender Airachnid to him. If he wishes to have her, he will have to face all of us as well. And if you try to take her here and now, you will be shot down where you stand."_

 _Dreadwing studied the expressions of every Autobot and saw that all stood for the same as Optimus, even the two-wheeler. The young scout who stood next to her, offered her a seemingly encouraging glance. Airachnid nodded to him in response and drew the legs from her back. She stood among of them as if she was one of them, never having been a Decepticon or a rogue. Something about this seemed wrong to Dreadwing. What happened to Airachnid to cause such a change in her?_

 _"Why?" He asked._

 _None of the Autobots lowered their guard...except Airachnid. He noticed this._

 _"Why do you trust her, after everything she has done?"_

 _Optimus picked up on the uncertainty of his question. He could hear the conflict in his voice. Dreadwing looked Airachnid, addressing her now._

 _"Why would you join them? What could you possibly have to gain?"_

 _Airi had heard this Dreadwing before, back in her world. Whenever he came across a mech that was fiercely loyal to a tyrant like Lord Optimus, such as Goldbug, he demanded to know why. Why would anyone dedicate their lives to a leader who would walk right over their corpse when they fell in battle. He questioned them with such perplexed confusion, exactly how he was questioning her now. And in this moment, she felt like it was her old friend talking to her. But he was being anything but friendly towards her._

 _"To betray the Decepticons is one thing. But aligning with the Autobots? That goes against your very nature. Is this some sort of redemption, Airachnid? You think that joining them is going to wash away all the energon on your servos?"_

 _Once again, Airachnid was lowering her guard, letting what Dreadwing was saying affect her._

 _"Protecting the organics on this planet will not erase all the sparks you've extinguished, be they Decepticons, Autobots, or countless neutrals. It will not undo the vorns of torture you've inflicted on our captured foes,_ their allies _. And what of the many species that you've hunted to extinction, Airachnid? You once bragged of the many indigenous people you wiped out over your travels before coming to Earth. You are a savage, you've always been."_

 _Airachnid seemed like she was hearing all of this for the first time, leaving her in utter shock. It was no wonder why they all distrusted her in in the beginning. This is who she was in this world, a hunter, a torturer, a...cold sparked murderer? Dreadwing took note of all of this, knowing that something was wrong, something wasn't as it seemed. He truly wanted answers to what he was asking. He wanted to know what was going on with Airachnid before he killed her. But the more he saw her reaction, the more doubt was being raised._

 _"So tell me, Airachnid, what is the true meaning of this act? Why do you pretend to be something you're not. And to you Autobots, why do you indulge this lie? Why put your faith in a femme who would kill you in recharge? Tell me, why did you allowed her to join you?"_

 _Airachnid kept her head down, looking at the ground, trying to process everything she learned. She now knew how evil her counterpart was and why June was so afraid of her, why Arcee hated her, and why Bulkhead didn't want Airi anywhere near Miko. Thinking about all this raised the question. If her Decepticon self was as bad as they say, how much worse was "Megatron"?_

 _"Enough of this!"_

 _All turned to Knockout._

 _"Who cares why she joined them, or how they're foolish enough to trust her?! We came here for one reason, to kill a traitor!"_

 _"Indeed, we did, Knockout."_

 _Airachnid froze when the new voice was heard. She recognized it, but heard how different it sounded. The Autobots turned to look behind them, then took positions to protect themselves from both sides. But Airi didn't want to look. She didn't want to see him, to see what he was like._

 _"Airachnid." The voice called._

 _She shut her optics, not wanting to hear her name from his mouth._

 _"Look at me, Airachnid!"_

 _"Megatron, you will not harm any of my team." Optimus proclaimed as he took a position on front of the Autobots._

 _"This does not concern you, Optimus, even if you are so insistent on protecting my former Second in Command. Stay out of my way!"_

 _Megatron shifted his sword._

 _"Airachnid, I'm talking to you!" He spat._

 _She clenched her fist and slowly turned to face him. He was as she remembered, yet different in every way. This was not her Megatronus Prime. This was a Decepticon, the Decepticon. This was Lord Megatron, the warmonger she never wanted to hear about._

 _"You look frightened, Airachnid." He said with a cruel smile before it became a vicious scowl. "You should be. I am going to kill you for your betrayal."_

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 **I am absolutely, one hundred percent, on my knees, sorry that this took so long to get out. I have excuses, school, work, the holidays, and the worst case of writers block I've encountered so far. But that still doesn't make it right. And to make matters worse, I'm not too crazy about the final draft or the length. But I really hit a wall with this one. I tried to keep it within my two week deadline, but once I missed it, I just put it off. I am truly sorry for that. Also, I began double spacing between paragraphs to make it easier to read. I try not to make my paragraphs so long, but I hate separating them in two when they're about the same topic.**

 **Like I said, I'm not too happy with how this came out, but I've been driving myself crazy trying to fix the problems I had without regretting the whole thing and getting it out even later. But basically, it's a flashback of what happened during the mission. Jack is freaking out over what happened to Airachnid. He doesn't know how bad she looked, so his mind is doing all the work for him. Seeing her energon on the floor was enough to make him panic, which is why June let Jack go with Arcee.**

 **June, meanwhile, is really starting to have regrets about her and Airi. Now, this doesn't mean that she still doesn't feel the way she did at first. She is still as protective of Jack and untrusting of Airi as the day she first saw her. However, she regrets the way she handled Miko's injury and using it to keep Jack away from her. She won't apologize for being afraid of her or protecting Jack, but she understands that she didn't give Airi a chance. Also, I'm not having June base her entire thought process on what Optimus thinks of her, but rather, his own thought process. If he could trust her, she should've been willing to. also leads to the tension between June and Sierra, which is another factor is June's increasing uncertainty.**

 **It also leads to Sierra bonding with Bulkhead. Bulk understands where June is coming from, but he also regrets how he treated Airi. I figured that after taking her home that night, he and Sierra might've talked for a while and sort of became friends. I really want to see the Autobots interact with each others partners as well as their own and for Sierra to really make friends with everyone in Team Prime.**

 **As for the battle in question, Dreadwing is really conflicted with what's happening. In the beginning, he was able to ignore his own doubts from last time. But Airachnid keeps acting differently which confuses him to no end. Also, this was the moment where the Autobots stand by Airachnid against the Decepticons and where she stand with them. Unfortunately, this is also the first time she sees Megatron. Already, she can tell that he's cruel and vicious, but she still doesn't know how evil he really is. Things are going to be hard for her next chapter.**

 **Once again, I'm sorry for the delay. I'm trying to keep up with my deadline and hopefully, won't fall behind like this again. I thank all of you who put up with this and continue to read my stories. I would've given up on these stories a long time ago if it weren't for you.**

 **Happy Holidays to you all. Merry Very Late Christmas and have a Happy New Years.**


	14. Chapter 14

Airachnid could remember the Prime as if she had seen him yesterday, his dark gray frame mixed with bits of platinum, his layered armor that was designed for fighting, a face decorated with old scars, and blue optics that had seen far too much energon shed, yet filled with determination to put an end to the senseless violence. That was who she remembered, Megatronus Prime.

This tyrant that stood before her shared only one thing with the mech she respected above all others, the scars. Everything else was twisted and perverted into everything Megatronus stood against. Megatron's red optics were filled with clear malice and a desire to spread violence. The edges of his frame spiked upward menacingly, giving him a sinister appearance. The smile was uncharacteristic enough as her Prime rarely did so, but the razor sharp teeth he bore made it even worse. And the weapon attached to his arm, that was the biggest insult to her Prime of all. Megatronus wielded a sword and shield, nothing more. He went into battle with both held to his back and never used a blaster in his life, not even a stun-blaster. It went against his code as a gladiator, which he proudly upheld. But this doppelganger was armed with a cannon that was bigger than the arm it was attached to. She could only imagine the countless frames that were blown apart by the massive weapon.

But what truly angered her, as well as terrified her, was the way he was looking at her, her among everyone else. His smile was cruel, but his optics were boiling with rage, and they were aimed at her. Megatronus was not immune to anger. Truthfully, it was something he struggled with, much to his own shame. Whenever he allowed his anger to break through the calm and quiet appearance he was known for, it was followed with regret. According to Knockout, moments like that made him feel unworthy of being a Prime. But Megatron didn't hide his intentions in the slightest. He wanted to hurt Airachnid. It was written in fire around him. She was always slightly intimidated by, if not a little attracted to, Megatronus. But this mech, the way he was looking at her, it made her afraid.

The Autobots, however, stood between the Decepticons on either side of them and her protectively. Knowing that she was being targeted by the three, they formed a circle around her to protect her. Bumblebee and Bulkhead were standing closest to her. Arcee and Wheeljack were sizing up their opposition, while Optimus stood before Megatron, never taking his optics off the warlord. Megatron gave Optimus his full attention, incredulous disgust so very visible.

"I truly cannot comprehend what I'm seeing." Megatron said. "Optimus Prime and his noble Autobots defending Airachnid, of all the Decepticons."

"She is not a Decepticon, anymore." Optimus answered.

Airachnid and the others wondered for moment, but soon understood why Optimus implied that she _had_ been a Deception. He was feeding Megatron misinformation to protect her. They didn't know what he would do if he found out about the world she came from.

"You couldn't be more wrong, Optimus. She was _never_ a Decepticon. All the atrocities she's committed throughout the galaxy were done for nothing more than her own amusement. She was never loyal to me or my cause, which is why she abandoned us after the fall of Cybertron."

 **"After you** _ **destroyed**_ **, Cybertron!"** Bumblebee shouted in beeps.

"Silence, Scout!" Megatron yelled back, causing Bumblebee to flinch and recoil. "You will do well to hold your tongue or else I shall tear it out as I did your voice box!"

Bumblebee narrowed his optics to appear intimidated by Megatron, but it was a futile attempt. Even after all these vorns, the warlord still struck fear in the spark of the young scout, the painful memories of his claw tearing his voice away still easy to envision. He tried to hold his gaze, but surrendered and looked away in fear.

"Bumblebee."

Bumblebee looked to Airi standing by his side, horrified and saddened by what she had just heard. He looked away from her, not wanting to show her the pain he was remembering.

Once again, the nature of her team's doppelgangers shocked Airachnid. She had wondered to herself, many times, why Bumblebee was unable to speak. To learn that it his voice box was ripped out, by the servos of Megatron no less, it made her feel sorry for him, but it also angered her towards this impostor.

"Is that pity I see in your optics, Airachnid?" Megatron mockingly asked. "You truly are dedicated to this act of yours. Do you really believe that you have reformed her, Optimus? If she doesn't strike one of you down the moment you turn your back to her, she will most certainly leave you to die to save her own spark."

"That remains to be seen. But you will not have her, Megatron." Optimus said. "You have taken far too many of our allies. Cliffjumper was the last. No more of us will die by your servos."

Megatron looked confused for all of a second, but let it go just as quickly. He had no idea who Cliffjumper was, nor did he care.

"Whatever madness that has led you to believe a single word from that traitor's mouth doesn't concern me."

He raised his fusion cannon at Optimus. The Decepticons began charging their blasters as well.

"A traitor _will_ die tonight. And if you wish to protect her, you can die here as well, Optimus Prime."

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The Pit broke loose the moment the first blast was fired. The entire base became a free for all, with Team Prime trying to hold their own against the leader of the Decepticons, two of their ranking officers, and Primus knows how many faceless Aerial Drones.

Megatron and Optimus went at it, as they always did. Airachnid guessed that some things transcend dimensions, even when the people are the exact opposites in either world. But as the fight began, Knockout wasted no time and went straight for her. Before he could close in, Arcee jumped in and knock him back, standing in his path.

"Step aside, sweet-spark. I'm not here for you." He said.

Arcee's response was to shift out her arm blades and take her fighting stance.

"Fine, then. Be that way." Knockout followed.

Airachnid wondered why Knockout seemed so intent on getting to her, almost as much as Megatron was. She surveyed the area and saw that Dreadwing was being held at bay by Bulkhead and Wheeljack. Bumblebee had stayed by her side, waiting for the first Decepticon drone to make a move. As Arcee began duking it out with Knockout, several drones closed in on the scout and the supposed traitor. Airachnid quickly shifted her leg blades and claws while Bumblebee was at her back with his wrist blasters moving from one 'Con to the next. None of them seemed willing to make the first move against the pair, so they remained on guard for them to strike first instead.

 **"Don't worry, Airi. We'll get out of this."**

"Just watch yourself, Bumblebee. We don't want Rafael to see you stumble back to base injured."

 **"No, we don't want that."**

And with that, both Autobots opened up on the surrounding drones, blasting them two at a time. Airachnid kept them from getting too close with her leg blades and was more than capable of forcing back the one or two that managed to get within range of her claws. Bumblebee possessed more firepower in his blasters than Airi, which kept them even further away. But unlike her, he didn't possess any melee weapons. If any of them were to get too close, he would have to rely of his boxing moves to push them back. He'd be overwhelmed before he could incapacitate even one of them.

The Drones must've seen this weakness because several of them began to rush Bumblebee, leaving Airachnid with very few to deal with. Try as he might, Bumblebee wasn't able to hold them off with his blasters for very long. The first one that got too close was quickly knocked into stasis with his quick fists. But before he could even retake his stance, he was taken off guard by the rest of them. He managed to wrestle a few of them away from him, but the only thing that was keeping him from being tackled to the ground was the femme he had his back against. Instead, they were trying to pull him forward and force him onto the ground.

Suddenly, the femme at his back disappeared. Before he could even wonder what happened, or the Decepticons could take him down, Airachnid's legs came down and ran through the ones that had their servos on Bumblebee. She had taken her spider form and jumped over the scout, killing those that were trying to force him down. Using one of her legs to push Bumblebee back, Airachnid came slightly off the ground and spun herself with enough force to knock several more drones out of the way with her legs. With some more space between them, she fired back at the rest of them, dispersing those that were left. But it seemed that more had come just as they had disappeared and the duo could tell that they would be surrounded again if they didn't make a run for it.

Before the 'Cons could close in on them, Airachnid eyed a nearby building. Doing what her world's Miko would refer to as "Pulling a Spider-Man", Airi shot a line of web at the edge of the building's rooftop. Bumblebee was still blasting away at the Aerial Drones running towards him when he felt a clawed servo hook under his arm. Before he knew it, he was being pulled up like a slingshot to the top of the building. Airachnid had put enough tension in her web that they were able to shoot over ledge and give her enough time to take her bi-pedal form before landing on her pedes. Bumblebee was too dizzy from the sudden action to land on his own and fell to his knees. Airi knelt down to see if he was okay, but stopped when she realized that her claws had dug into his arms. She removed them and saw trace amounts of energon. The femme grimaced in embarrassment.

"Sorry." She said.

Bumblebee looked at his claw marks. They weren't bad injuries, but they stung like the pit.

"Don't worry about it." He said in a forgiving tone.

Before anything else could be said, several Decepticon air crafts flew above them and began circling back to the rooftop. With the heat of battle, Bumblebee was able to ignore his little cuts and shifted his blasters back. Once again, both he and Airachnid began shooting at Megatron's cannon fodder. When they fired back, the pair began moving around on the rooftop, avoiding their blasts while still returning their own.

Arcee was merciless against Knockout, flipping and kicking and punching the daylights out of him. One hard kick to the helm knocked him into a parked Jeep, causing him to stumble over it and land of his aft. The 'Con medic got back up with his prod in hand, looking utterly annoyed.

"Would you kindly frag off, two-wheeler?!" He spat, still feeling all over the place from all the hits he had taken.

Arcee's response was to run towards the Jeep he tripped over, jump off of it, and land with a round house kick to Knockout's helm a second time. This one sent him flying and when he landed, he was just about done with Arcee. He got up on one knee to see her approaching, smiling triumphantly at her easy victory. Knockout looked up and saw several drone air crafts circling something on a nearby rooftop.

"A little help down here, please!" He yelled into his comms.

Arcee drew her arm blades and Knockout was beginning to panic. Seemed like she was ready to offline his aft. But before she could close the distance, she was shot several times in the back by Decepticon drones. Arcee fell over, but turned on her back quick enough to return fire at the approaching armada. Several veered off to avoid being blasted, while a few others weren't so lucky. But they were coming at her from all angles and Arcee was forced to get back on her pedes and outmaneuver then while she shot back.

With the two-wheeler distracted, Knockout proceeded to search for Airachnid. He made sure to get away from Arcee, just in case she managed break free of the armada. He looked back up to where the other drones were circling the building and was surprised to see Airachnid and the Autobot scout fighting together. Seeing the traitor made Knockout clench his teeth and grip his prod in his servos. The two were so focused on the few drones they were duking it out with, they didn't notice anything going on below them. Knockout saw that the building wasn't particularly high and had an idea.

Airachnid had moved closer to the edge of the building, giving Knockout a clear shot of her. He took his prod in one servo, aimed it carefully and with all his strength, he threw it as hard as he could at Airachnid's back. The rod hit its mark, landing just below where her legs connected to her back. Airachnid cried out and fell over the edge, but Bumblebee managed to grab her servo before she dropped.

"Get that scout away from her and _keep_ him away!" Knockout ordered into his comm link.

Several Aerial Drones ran up to Bumblebee and pulled him away from Airachnid, despite his desperate attempts to fight them off. If Knockout gave a frag about anything else at the moment, he would've been thoroughly confused as to why the Autobots were so fixated on protecting her. Nevertheless, Airachnid fell to the ground below.

From both whatever had struck her in the back and the fall itself, Airi was out of of her head for a moment. She stood up slowly to regain her senses, trying to figure out what happened and where she was. Before she could register anything around her, someone tackled her from behind, smashing the both of them into the building she was standing next to.

Airi collected herself fast enough to throw her attacker off of her and ready her leg blades the moment he tried to attack again. But she stopped herself when she got a good look at him. Knockout was still trying to get to his pedes, giving her a good opportunity to take him down, but she couldn't bring herself to do it. Even though she knew who he really was, made more clearer by the way he acted, she still saw her old medic.

Knockout regained his stance and saw Airachnid staring at him, putting his defenses back up immediately. He armed his saw blade and glared hatefully at her. Her only response was to look at him with confusion and what appeared to be sadness, but Knockout wasn't falling for it.

"Oh, spare me the sad optics, you little glitch spawn. I'm not a fool like the Auto-chumps."

Airi shook her helm and pushed away any thought that her old teammate was somewhere in there. This was a Decepticon in front of her, nothing more. She was prepared for this when she went along with this mission. She knew that this was coming and she was ready to do what needed to be done. But in the back of her mind, she knew she wouldn't be able to kill Knockout, no matter how much he tarnished his memory.

Knockout charged at her with his saw and began swiping and swinging it in her direction. Much like the one of her world, this Knockout wasn't much of a fighter. Vorns of putting more effort into maintaining their appearances than improving their combat skills left them with much to be much to be desired in that department. Needless to say, Airi had no trouble at all dodging Knockout's sloppy attacks.

Every swing he took her, Airi merely stepped out of the way, causing him to stumble behind her. Every so often, she would parry him and knock him to the side with her legs, no longer bearing the blades at the end. With every missed strike, Knockout left himself open for attack. Her counterpart would've taken it with no mercy, but Airi didn't. This only seemed to enrage Knockout even further, causing him to strike more unfocused. He was beginning to fall over himself every time Airachnid dodged him. This, of course, made him even angrier.

He charged at her again, only this time, she grabbed the arm he was attacking with and used his momentum to flip him over and slam him on his back. She quickly got on top of him to pin him down. Making sure she had a firm hold on him, she look him in his optics, still burning holes into her spark. She couldn't reach him, she knew that, but she had to try. She tempered her expectations, knowing she was setting herself up for disappointment. But with everything that's happened in the past few days, she dared to hope that maybe she could get back another member of her family.

"I don't want to fight you, Knockout." She said calmly.

Knockout struggled to break free of her with no success.

"I need you to listen to what I have to say." She continued.

"You can rust in the Pit of Unicron with whatever you have to say, Airachnid."

There was so much hate in his voice and the smugness he had shown earlier was nowhere to be seen or heard. What had her opposite done to make him hate her like this?

"Knockout, please."

The way she spoke to him only seemed to confuse/anger him even more.

"Will you stop with this redeemed femme act?! Nobody believes you!" He shouted.

Suddenly, Knockout headbutted Airachnid in the face, forcing her to get off of him. He got up quickly and slashed at her again with his saw. She jumped out of the way quick enough to receive a minor mesh wound on her arm.

"Nobody with brains, anyway." He followed.

"It doesn't have to be this way." Airachnid pleaded.

"Oh, yes it does, Airachnid. It absolutely does."

"But why? Why do we have to fight like this?"

The mere question left Knockout flabbergasted and so angry that he almost couldn't respond.

"Wha-Why?! You're asking me why?!"

The look on his face was so intense that Airi had actually taken a few steps back.

"Do all your kills just run together in that twisted head of yours? You can't even keep track of them, can you? You...You killed Breakdown and you have to nerve to ask to me why?!"

Airachnid was shocked for a second or two, but then lowered her helm for failing to realize this sooner. Dreadwing had revealed to her that her Decepticon counterpart had indeed killed Breakdown in this world. Now she realized that the close friendship he had with Knockout also transcended dimensions. This is why he hated her, because the other Airachnid killed his best friend. She looked back at Knockout, ever so sorrowful.

"Knockout, I..."

"Don't. You. Dare. Airachnid!" Knockout cut her off. "Don't you dare feign remorse for what you did! I already told you, I don't buy this whole redemption scrap!"

The visceral hatred in his words were crushing any hope that Airi could convince him to leave the Decepticons and join the Autobots. But the fact was, Knockout was hurting. He was going through the loss of his closest friend, meaning he had some compassion in his spark. Maybe if he knew who she was really was, she could get him to listen to her. She missed her Breakdown too and knew too much about loss. She could help him get through it, maybe help him see the light along the way. But should she take the risk? How would she be able to convince him that she wasn't the Airachnid he thought she was. Would it even matter to him? She needed to feel him out a little before she made her decision, but she needed to calm him down first.

"Knockout, I'm sorry for what happened to Breakdown."

"No...you're not."

"I am...There's a lot of things that's happened that I wish hadn't. I can't change any of it. But I'm trying to move forward."

Knockout wasn't as vicious as he was a second ago, but he was no less unbelieving or unforgiving.

"Even if I believed anything that comes out of your mouth, it wouldn't matter."

Airi knew that he was going back on the attack. She wasn't going to reach him here, not as he was now. She would give him time to let what she said sink in.

"You killed my friend. You can't undo that."

Airi let the situation play itself out by allowing Knockout to continue his attack on her. Just as before, she kept him at bay, letting himself tire out. But to try and break him down faster, she returned a few strikes of her own. Nothing fatal or anything serious, just a few punches and kicks. But it seemed that his rage alone was enough to drive him to continue fighting such a hopeless battle. Airachnid could only look on with pity as Knockout continued to let himself be consumed by his anger. It reminded her of how she almost let herself become consumed by her own despair.

After a while, Knockout had become exhausted. Airi was going to deal the finishing blow and put him in stasis so she could help the other Autobots and they could all escape. There didn't seem to be anymore humans in the base, so their mission was complete. But Knockout wasn't done. Picking up a piece of human machinery, he threw it at Airi as hard as he could. She moved out of the way and it missed her, but it was just a distraction. He rushed her again with his saw and his drill. Airi reacted quick enough to stop either from tearing her face apart. She held his weapons in place, but Knockout was struggling to move closer. They were near the open entrance, so Airachnid kneed him in his lower chassis and threw him outside behind her. He knocked over a military truck as he fell. Airachnid had stepped back out into the open, prepared to finish the fight for now. But she stopped at the turned over vehicle and saw what had been hidden inside of it.

Airi couldn't believe it when she saw it. The back of the truck was holding a handful of deceased human soldiers. They all looked like they were killed from strong impact, a Cybertronian. Airachnid could only stare in at shock the familiar sight of dead humans. Knockout had gotten back up and was ready to continue fighting, but stopped when he saw Airachnid looking horrified at what she had found.

"Oh, what? You're gonna pretend you care about humans now?" He said far too casually.

Airachnid looked to him now, disbelief in her optics.

"Did you do this?" She asked in shock.

Knockout merely raised one of his brows. Then he scoffed in amusement.

"I did." He said, empathizing the I, implying that Dreadwing took no part in it. "What of it?"

Airachnid could only stare in horror, unable to process what she was both seeing and hearing.

"Why?" She desperately asked.

He scoffed again, this time in disbelief.

"Is that some kind of joke? You, of all femmes, should know why."

Airachnid continued to look at the corpses, feeling a familiar anger stir within her.

"Humor me." She said with an slight but noticeable aggression in her voice.

Knockout seemed to find this amusing, temporarily forgetting his mission in the first place.

"It's their own fault, you know. We just wanted to raise a little chaos to lure the Autobots out."

Airi clenched her fist, seeing the notable differences with this and her Knockout more clearly now, just as with Starscream.

"We gave the meat bags a chance to run away, but they wanted to put up a fight. I would've preferred _not_ to slaughter the little pests if I didn't have to. They always leave behind this disgusting red fluid that really messes with the paint job."

Airachnid was practically digging her claws into her own fists. Starscream had spoken ill of his dead brothers, but this was even worse. Knockout had killed humans and didn't show the slightest hint of remorse. It took everything she had to hold herself back, if only to ask one question.

"And Dreadwing...did he do this too?"

Knockout looked annoyed by the question.

"Come now, you know better than that? Dreadwing's all about honor and and all nonsense. He doesn't believe in slaughtering a weaker species like these humans."

That calmed Airi some, knowing that Dreadwing didn't take part in this massacre. But the mere sight of this red colored impostor filled her with more anger than the sight of her worst enemy herself, her world's Arcee.

"You're a monster, Knockout."

"That's rich, coming from you. I've grown tired of this...whatever this is suppose to be."

With that, he shifted back his surgical weapons. But when he saw the look on Airachnid's face, he stopped himself from attacking. The hunter's optics she was known for were set upon him, but the sadistic smile she was also known for was replaced with the fierce look of pure hatred. Never had Knockout seen Airachnid so angry, not even at the two-wheeler.

"And I've grown tired of you, Decepticon." She said, coldly.

Just by calling him that, she let go of the resemblance of her old friend and saw only the enemy. Her legs readied and shifted the blades at the end, her claws were bared, and her fangs dripped with the venom of one angry Autobot. Knockout was growing concerned by what she could see, but he stood his ground. He still wanted revenge for Breakdown. But she also wanted revenge, for the humans he killed, for even existing. She was going to end that existence.

Knockout charged at at her with his weapons and began striking and swiping as he did before. Airachnid used her leg blades to parry them away from her, being sure to slice his arms as she did. He swung his saw at her head, she deflected it with her arm without cutting herself in the process. That move left him open and she clawed the side of his face, forced him to step back. The strike left for lines on one side of his helm and face, but it didn't stop him. He went to strike at her torso with his drill, but she caught his forearm with her servo and began digging her claws into him. The medic grunted harshly and she used her other servo to grab him by the throat. She pulled him closer to her and hissed when he was face to face with her.

"You're the one who killed my friend, Airachnid. What are you so mad about?" He forced himself to say.

"If he's anything like you...he deserved to die."

Knockout's optic were lit with anger and he swung his saw blade at her. Luckily, she managed to dodge in time. Once he was free, he stood straight and glared at Airachnid.

"You glitch!" He yelled.

He ran at Airachnid with his weapons pulled back, ready to swing at her with both. She ran for him as well, but jumped over him before he could attack. As she landed, she used her legs to whack Knockout a few steps forwards in the back. Frustrated now, he angrily turned around with a blind swing of his saw, exactly what she wanted.

She extended her leg and allowed Knockout to impale his arm onto the blade at the end. He yelled in pain, but attempted the same thing with his drill, which was met with the same outcome. Airachnid brought down two more legs onto his shoulders, forcing him to his knees. The blades were so deep that he had no hope of getting up without her removing them. He defiantly looked up at her, not giving her the satisfaction of being afraid.

Airachnid felt herself falter for a moment, allowing her angry expression to fall for just one second. But she shook her helm and removed her blades from his shoulders. She pulled him up and pulled her other blades from his arms, knowing he was too weak to fight back. She turned around and forced him back on his knees, her servo around his neck and her claws ready to open his throat.

"Look at them, Knockout. Look at what you've done."

"What, not impressed? Sorry, we can't all masters of genocide like you."

Airachnid dug two of her digits into one of his shoulder wounds, forcing another pained grunt out of him.

"You don't even care, do you?"

"No, not even a little."

"You should. You're going to feel what they felt when you killed them."

"I'm not afraid of you, Airachnid. You're not going to make me beg for mercy. I may not be able to kill you, but you can't run forever. Sooner or later, Megatron is gonna get his servos on you and when he does, you're finished. So go ahead and do it. I'll be seeing you soon enough anyway."

Knockout's words were real and he was as prepared to die as the last time she saw him in her world. She was ready to oblige him. The tips of her claws pressed against his energon line, threatening to puncture it. One slight movement in any direction and it would be torn open. Knockout shut his optics, submitting to his fate. He couldn't avenge his friend, but at least he tried his best. He just hoped that Dreadwing and Megatron sent her to the Pit right after him.

Knockout deserved to die for what he did. If he didn't, he would would only kill again. She had no idea what he was like when he wasn't in the field, what kind of doctor he was. He could of been a butcher like Ratchet The Surgeon, carelessly acting as Lord Optimus' glorified torturer and component harvester. He could be even worse than Ratchet, going straight into mad scientist territory and conducting experiments on his captives. Maybe he was just a doctor and did what he was suppose to do, if only in service of the Decepticons. But the chance couldn't be taken. He wasn't above killing humans and he needed to be stopped. Airachnid needed to end him right here and now.

But she couldn't do it.

Even after seeing his true colors, after all the mental preparations leading up to this moment, the strength of her resolve that she gained when Optimus Prime accepted her as one his Autobots, when it came right down to it, she still wasn't ready to kill the familiar Decepticons.

She stood there with her claws at Knockout's throat, but she did nothing. If her captive was growing impatient, he said nothing. Her frame began to tremble and she pulled her claw away just enough that she wouldn't accidentally cut him. Finally, after what felt like a vorn, she released Knockout and pushed him forward. As he fell to his servos and knees, she backed away from him. She felt ashamed of herself for being able to do what was necessary, clenching her servos in frustration. Knockout stood up slowly and turned to face her, her mercy doing nothing to sway him.

"I don't know what you think you're doing..." He began, but she cut him off.

"I'm not killing you, Knockout, not today."

The medic scoffed at her words, not caring to know the reasons for her inaction.

"You're really going the extra mile to convince me of this turnaround, aren't you?"

"This isn't mercy, Knockout. I don't just have it in me to snuff you out just yet."

Knockout must've found this amusing if his smile was of any indication.

"Is the famous predator, Airachnid, losing her edge after all this vorns? If only Breakdown could see you..."

"Shut the frag up!" She yelled which took Knockout by complete surprise.

Airachnid calmed herself before she continued on.

"I've heard enough out of you...I tried to reason with you, but now that I've seen what you've done...I can't forgive you."

"Forgive Me?! Who do you think you are, talking about..."

Airachnid bolted forward and drove one of her blades into his chassis, right next to his spark, and pinned him back to the ground. He said nothing after that.

"The next time we meet, I'm going to kill you. But right now...I can't even stand to look at you, alive or dead. So get out of my sight and stay out of it...before I rip your spark out."

Airachnid pulled her leg from Knockout's chassis roughly, getting one last pained grunt from him. But just as she did, she heard the sound of an aircraft flying overhead. She looked up and saw Dreadwing's alt above her. He transformed and landed behind her not too far from where she and Knockout were standing.

She stepped a safe distance away from Knockout, allowing him to get up and limp to Dreadwing's side. Dreadwing took a quick look at Knockout and turned back to Airachnid.

"Call for a ground bridge, Knockout. You're no longer fit to continue this mission."

But the medic sent another hostile look to Airachnid, clearly not intending to miss out on the next battle.

"I want to _see_ her die." He said coldly.

"You'll be in my way in you remain here. Call for a bridge and begin patching yourself up. You're of no use to us as you are now." Dreadwing replied.

Knockout growled in protest, but he knew better than to go against Dreadwing's orders. He kept looking at Airachnid for a few seconds more.

"Make sure she suffers." He said before leaving to call a bridge elsewhere.

The two of them were left alone, staring each other down. Dreadwing may not have been as viciously hostile towards Airachnid as Knockout was, but he was no less determined to bring her back to the Nemesis to answer for her perceived betrayal.

Airachnid was also feeling very differently now that Knockout was gone. Learning that Dreadwing hadn't killed any of the human soldiers returned some of the hope she felt after their last encounter. Foolish, perhaps. But after dealing with Knockout, she wanted to at least try and see if Dreadwing wasn't too far gone into Decepticon corruption. But before she could even entertain the thought...

"Bulkhead and Wheeljack?" She asked.

"Hmph, incapacitated for now." He replied.

"You didn't kill them." She stated, semi question like.

"We're here for you, Airachnid, no one else."

"I see."

Airachnid kept her legs and claws shifted, but she allowed herself to appear non-combative. She needed to talk some sense into Dreadwing.

"Dreadwing, why do you fight for the Decepticons?"

Dreadwing narrowed his optics, as if trying to decipher a hidden meaning behind the question.

"I chose the Decepticon cause a long time ago, to fight against the broken caste system that left Cybertron divided."

"But Cybertron is gone. Why continue to fight for a dead cause?"

"You Autobots are the cause now, your eradication the new mission."

"So even after losing everything, you still remain loyal to Megatron."

"I chose my side and and swore my loyalty to Lord Megatron."

That was the answer Airachnid was looking for. She took a few steps forward, still far enough that Dreadwing couldn't attack her.

"Your loyalty is wasted, Dreadwing. You don't belong with the Decepticons."

Dreadwing had remained stoic up until now, as Airachnid challenging his loyalty clearly angered him.

"And what would you know of loyalty or honor, traitor?!"

"Enough to know that Megatron has neither."

Airachnid took a few more steps further and came to a point, halfway to Dreadwing, where she stood by an opening between two buildings.

"Dreadwing, you may have sworn loyalty to Megatron but he has none for you. The moment you fall in battle, he will disregard you just like he did Skyquake."

Once she became an official Autobot of this world, Airachnid read reports on past missions in her spare time and learned of Skyquake's demise. Shame, since he was as honorable as his twin. But once again, Dreadwing didn't want to hear Airachnid challenge his loyalty, especially using Skyquake. He quickly drew his giant sword the moment she mentioned him.

"You will not speak my brother's name again!"

"I speak the truth, Dreadwing. You're brother died fighting for Megatron, even when he was thought to be dead. Skyquake didn't bend the knee Starscream. His life was lost in service to your lord and yet Megatron has done nothing to avenge his death. That's how little he thinks of your loyalty."

Airachnid watched him closely and she saw it. It was only for a split second, but she saw a chink in his armor. What she said caused Dreadwing to falter ever so slightly.

"And what of your honor, Dreadwing? Where is the honor is slaughtering defenseless humans? I know you took no part in what happened here today. I know you didn't kill any humans."

Dreadwing seemed indifferent, but not by what Airachnid was saying. He didn't take part in the senseless massacre. The humans stood their ground against them. Admirable as it was, it was also foolish. But Dreadwing saw no point in killing them as merely being there was enough to get the Autobot's attention. But the Vehicons and Knockout decided to vent their frustrations out on the lower lifeforms and conducted themselves like savages. Dreadwing found the whole thing disgraceful.

"The only thing that drives Megatron now is his hatred of the Autobots and Optimus Prime. It's that same hatred that started the war and destroyed Cybertron and now, it threatens to destroy Earth. Dreadwing...leave the Decepticons. If you remain by Megatron's side, it won't be long before he forces you to do the unthinkable and taint your honor forever. I don't expect you to the join us...but you don't have to fight us either. I'm asking you, Dreadwing...walk away from this...from him."

Airachnid knew Dreadwing, and even though he remained as emotionless as he always had been, she could tell that he was deep in thought. But she couldn't know of the confusion her very words were creating inside of Dreadwing's head. He lowered his sword and took a non-combative stance. He stared at Airachnid in puzzlement, trying to figure the femme out.

"What is this, Airachnid? What are you doing?" He asked.

"What do mean?"

"You, an Autobot, fighting alongside Arcee, defending the humans. What's happened to you, Airachnid? What did they do to you?"

The Decepticon hunter Dreadwing believed he was speaking to must have been quite the monster for them to refuse to accept such a drastic change.

"Nothing was done to me, Dreadwing. Things are not what they seem."

"With you, they never are. What is your endgame? What's going on? Because, even if I believed that you have changed and let go of your barbaric ways, I can't believe that you could get the Autobots to trust you and defend you as they do now. I can only draw two conclusions. Either they brainwashed you and rewrote your personality, or something has caused you to forget who you are and what you do."

If that's what Dreadwing wished to believe, Airachnid would not deny it. All she cared about was getting him on her side, or at the very least, away from Megatron. Unfortunately...

"Even if that is the case...It does not matter. You swore loyalty to Lord Megatron and you broke that loyalty. You've abandoned us, attempted to overthrow Lord Megatron, and you took the life of Breakdown. You may change your ways, if you wish. But you cannot change what you have done any more than I can change what I must do."

She tried, she really tried. But in the end, Dreadwing was far too loyal for his own good.

"I'm sorry, Airachnid, but there is no redemption for you. You must die for your crimes against the Decepticon cause."

"I could not have said it better myself." Megatron's voice was heard.

Airachnid turned to the opening she was standing in front of, only to be blasted in a wall by a low charged shot from Megatron's cannon.

"That's not entirely true." The smirking warlord continued. "I wouldn't say it with any sympathy for you or your change of spark."

Airachnid's entire frame was smoking from the blast. As she tried to sit herself up against the wall she flew into, she saw that most of her upper frame had been singed. She looked up to see Megatron walking towards her. There was no hope of her running away from him.

"A turncoat is still a traitor, regardless of her reasons."

He servo clamped around her throat and Megatron lifted up off her pedes. She tried to move her legs to stab him, but found that they had become immobile. Airachnid could only choke and gasp as Megatron tightened his grip.

"And a traitor must suffer for turning against her master."

Megatron then turn around and threw Airachnid clear through the opening behind him. She flew a good distance before hitting the ground and skipping across the concrete to a stop, pieces of her damaged frame chipping off as she tumbled to the ground. She landed on her front side and struggled to lift herself up. She saw that she was in front of the base now. Around her were several Vehicons and Aerial Drones, eagerly waiting for Megatron to finish her off. She also saw that Bulkhead, Wheeljack, and even Optimus had been beaten. But they were just coming out of there stasis and would soon come to Airachnid's aid. Dreadwing, however, flew above them and landed right in front of the three.

They must've been taken down hard because they weren't too quick to recover. Before they could even stand straight one of the Aerial Drones threw Dreadwing his mini-gun. He wasted no time and aimed the weapon at them, forcing them to stay where they were. If they tried to rush him or help Airachnid, they'd be blown away.

Airachnid continued to try and push herself back up, but stopped when she heard someone land behind her. She knew it was Megatron, but could do nothing to stop what he was going to do. Suddenly, she felt something sharp go through her lower back and out of her front. It happened so quickly that she didn't cry out from the pain. She just remained perfectly still, unsure if it really just happened.

Bulkhead sprinted forward only to be rammed in the chassis by the barrel of Dreadwing's weapon. The Wrecker was tempted to try his luck, but he relented, hoping that Optimus would have a plan.

Megatron kept his blade in Airachnid's back as she weakly groaned in response. With a sadistic look on his face, he twisted the blades, causing her to jerk forward and cry suddenly. His twisted it in the other direction, getting her to loudly groan in pain. He pulled his blade out, getting another grunt from her.

"Megatron, stop this now!" Optimus yelled.

"Stay out of this, Optimus!" Megatron yelled back. "This is Decepticon matter. I will deal with you once I deal with this traitor."

Turning his attention back to Airachnid he began circling her as she pitifully tried to hold herself up on her arms.

"Megatron...please." She weakly begged.

"Is that Starscream I hear?" He mockingly replied. "Strange, I was under the impression that we were dealing the great hunter, Airachnid, not the cowardly seeker who thought he could lead the Decepticons."

He thrust his blade into her, below her shoulder. She cried out much louder this time. He began twisting his sword once again, getting more pained cries. He pulled his blade out and continued circling her.

"Tell me, Airachnid, when did you receive these upgrades on your limbs?" He asked, referring to her leg blades.

Airachnid, of course didn't answer.

"Is this what you used to take the head off Breakdown? Or was this a gift from your new allies along with your paint job and new alt form?"

Megatron grabbed one of her immobile spider limbs, examining it closely.

"I'm sure you've snuffed out many sparks with such an efficient enhancement. But if you're going to beg for your life like Starscream would, then you don't deserve to have weapons such of these."

And with that, Megatron sliced the top half of her leg clean off. The pain she felt was excruciating and her cry reflected that. The groans that followed did the same. Megatron grabbed two more limbs.

"I recall you once saying that if you were ever to be defeated in battle, the one who beat you would do well to make it hurt just as you would. You've tortured and killed many Autobots before you betrayed me. For your service in the past..."

"Please don't, Megatron." She pleaded.

"I will fulfill your request."

Airachnid's screams echoed through the base as Megatron removed two more of her legs. Bulkhead couldn't stand it and attempted to rush to her aid, but was whacked in the chassis from Dreadwing's weapon once again. Optimus attempted to use the distraction to try his luck, Wheeljack attempting the same thing. But Dreadwing saw them and opened fire at their pedes. Optimus was hit in his armored leg and brought down to his knee. Wheeljack stopped in his tracks when Optimus fell. The three of them were grabbed by several Vehicons and held in place to keep them from interrupting Megatron's torture session.

"AAAAAAHHHHHH!" Cried Airachnid as Megatron cut off a fourth leg.

"If you want your hive to hear you, you need to scream louder!"

Megatron yanked on two more of her legs, pulling her up off the ground slightly and hacked them off. Once again, she screamed in pain.

Dreadwing stayed focused on the three Autobots and tried his hardest to ignore what was happening behind him. As much as Airachnid deserved to be executed, he felt the torture to be unnecessary. He never had a taste for it, even if he sometimes felt it was needed for information and the like. But he could never stand to watch it or hear it. Right now, he wished Megatron would just kill Airachnid and get it over with.

Airachnid was shivering in pain on the floor with only two of her spider limbs remaining. Megatron stabbed at one in the base, drive the blade through her breastplate, not too far from her spark. Though it was still horribly painful, she did not scream, even when Megatron twist his blade as he had the other two times. When he pulled his blade, he severed her leg as he did. Energeron began to pool underneath Airachnid and her vision was beginning to fade. The Autobots could see her optics dimming as the loss of energon was beginning to put her in stasis.

"You're a sick fragger, Megatron!" Wheeljack shouted. "If you're gonna do it, than just get it over with already."

Although Wheeljack was extremely grateful for everything Airachnid had done for him, Bulkhead, and Miko, he had no real relationship with her. Despite that, even he couldn't stand to see what Megatron was doing to her and just wanted her suffering to end. Megatron cruelly looked at the three of them before grabbing Airachnid's remaining spider leg. He didn't cut it off this time. Megatron's pede held Airachnid down, pressing against the wounds on her back and causing her more pain. He put his other servo around her leg. Optimus knew what he was doing.

"Megatron, don't!" He pleaded, but the warlord wasn't listening.

The Autobots struggled against their many captors holding them back, unable to break free in their extenuated states. Dreadwing kept his faced turned away, even though it was all happening behind him. Even for Megatron, this was cruel.

"This is what happens when you betray me, Airachnid!" He said.

Megatron began pulling on Airachnid's leg, making her groan in pain. Even with Megatron's considerable strength, pulling off an unrusted limb was not an easy thing to do. Megatron applied more effort and increased tension, causing the pain to get worse. Airachnid's groaning became teeth clenched grunting. Megatron had broken her leg from where he was pulling, but Airachnid could still feel them in her back and his pede was still pressing against her, damaging her back even more. Airachnid began screaming now as Megatron's effort was pulling her up, even with his pede on her back. Bulkhead and Wheeljack looked away as they heard the sounds of metal being torn and Airi's screaming getting louder.

When her leg was finally torn from her back, she let out a cry that could've been heard from the other side of the base. Even as she fell forward, she continued to cry out in between pained gasps. Megatron carelessly threw the torn leg off to the side. Most of the others were littered around him. She began to whimper loud enough for the Autobots to hear. Optimus looked to her and saw her convulsing and her optics lit brighter from the shear pain of what had just happened. Megatron stood over her with a satisfied look on his twisted face. Optimus felt such anger in his spark, but he also felt shame for allowing this to happen. Airachnid had trusted him and accepted him as her new Prime and he had failed her.

Megatron turned Airachnid on her back with his pede, allowing him to see the pained and hopeless look on her face. She turned her face away from her tormentor, staring at a pile of her own limbs.

"sierra...jack..." she whimpered.

"How the mighty have fallen." Megatron said.

He brought his pede down on her again, only this time, he stomped it. With a sadistic smile on his scarred face, he began crushing Airachnid's chassis. With everything that was done to her, the femme could barely let out a weak groan as she felt her frame crumble.

"Now's the time for parting words, Airachnid. Anything you wish to say?"

With what little strength she had, Airachnid looked Megatron dead in his red optics as defiantly as she could.

"you're nothing...compared...to megatronus."

She was talking about about the Prime she served before coming to this world, but Megatron thought she was referring to one of the original 13 from which he took his name from and the first Decepticon. Airachnid's words were not appreciated and Megatron drew his sword again.

"And you are less than nothing when compared to me!" He yelled as he pulled his sword back to run it through Airachnid's spark.

Airachnid merely turned her head and waited to be reunited with her Autobots and her humans. She didn't want to die, but she had long since prepared for that. She was ready.

A furious engine caught everyone's attention and stopped Megatron from executing Airachnid. They all turned back to the base and saw Bumblebee driving at full speed towards the crowd of Decepticons. Megatron growled and gave the order without having to say a word. The Vehicons and Aerial Drones opened fire at Bumblebee as he got closer. The scout ended up swerving and flipping over before landing in his bipedal form on his servos and knees. He looked up to see Megatron staring him down. He looked down to the ground beside him and saw Airi lying frighteningly still. His optics widened in panic, fearing the worst.

"You're just in time, Scout. You can watch me cut out Airachnid's spark."

Bumblebee looked on with fear and anger, but he wasn't done yet...and neither was Arcee. The sound of another engine was heard from where Bumblebee had just came from and and the aforementioned femme was coming at them even faster than the scout. Getting off his servos and sitting on one knee, Bumblebee acted as a ramp for Arcee to shoot over the Decepticons and transform mid air, before descending upon Megatron and kicking him as hard as she could right in his mug. The kick wasn't nearly as strong as it needed to be, but it was enough to get the warlord's pede off of the injured Airachnid and away from her. But before Arcee could even land, she was grabbed by the throat and held off the ground by the very mech she had just attacked.

Megatron was livid for Arcee daring to interrupt him. The femme glared defiantly at him, not allowing him to see her falter. He readied his sword to run her through, but thankfully, no one was paying attention to Bumblebee anymore. He had transformed and kick his top speed towards the two. Megatron looked behind Arcee and saw him coming straight at him, allowing her to kick him in the chin and break free. Bumblebee rammed into him and pushed him away from her and Airachnid, then came to a stop which threw him back.

Seeing the opportunity he needed, Optimus elbowed one of the Vehicons holding him in place, freeing one of his arms. He shifted his wrist blade and slashed at the other three and broke free of them. Bulkhead and Wheeljack were able to do the same. The three rushed Dreadwing before he could open fire on them and managed to get both his weapon away from him. Optimus saw that Bumblebee were left to deal with Megatron alone and quickly hit Dreadwing hard enough to put him downand get past him. Trusting Wheeljack and Bulkhead to handle the Armada Commander, Optimus rushed into Megatron and held him at bay as best as he could.

Bumblebee and Arcee ran up Airachnid and were shocked to see the shape she was in. She lost a serious amount of energon, what was left of her spider legs were sprawled out and leaking underneath her, and her front chassis was absolutely mangled.

 **"Airi."** He said in fear.

She was in stasis and both Bumblebee and Arcee feared that she wasn't going to make it. Arcee quickly called Ratchet.

"Ratchet, we need a bridge, right now!"

 _"On it's way, Arcee."_ Ratchet answered back.

"When we get there, we need to move fast. We have injured...and it's bad."

The comms were cut immediately and a ground bridge opened up right next to the three. Megatron saw the portal and immediately pushed Optimus out of the way.

"No!" He yelled in fury.

The warlord attempted to stop them as Bumblebee scooped up Airachnid and ran for the bridge. But Megatron had his back turned to Optimus who punched him in the back of the head as hard as he could. He then stabbed Megatron in the back of the knee to immobilize and keep him from going after Airachnid. Megatron roared from the pain and growled when he saw Optimus standing over him.

"This isn't over, Optimus! You can't protect her forever!"

The Prime said nothing and ran towards the bridge. Bumblebee had already run through and Arcee was gathering the last of her spider legs while Wheeljack was fighting off Vehicons. Bulkhead was holding back the unarmed Dreadwing and when he saw that Airi was gone, he whacked him in the head with his wrecking ball and knocked him down. The remaining four Autobots ran into the portal and Ratchet shut it the second the last one was through. Megatron recovered just quick enough to see the portal disappear. Airachnid had gotten away when he just had her right where he wanted her.

"RRRRRRAAAAAAAAAAHHHHHHHHHHH!" Megatron roared with all his might.

The Prime had gotten in his way once again.

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While Airi was on her mission, Sierra had gone off and found an empty room to vent her frustrations. She was more than angry about what had happened with Jack's mother and Airi. But she was more angry with Jack than June because he had lied to her. Then again, she wasn't all that happy with June either, taking Jack away from the base and telling Arcee not to go with them. She'd spent most of the time debating with herself who was more to blame for all of this, Jack or his mom.

Raf had come to see if she was alright and to tell her that Ratchet was going to bridge them home if the Autobots didn't return soon. Sierra didn't want to leave without Airi and she was getting worried about the mission that was taking too long for her comfort. The two began walking back to the main hall when they heard the commotion. Both of them ran, eager to see their guardians. But when they saw what happened, they were anything but happy.

Sierra's heart stopped when she saw Airi in Bumblebee's arms. She was dripping with some blue substance that would've rained on any human that was standing under her. She knew it had to be her blood. Bumblebee placed her on an Autobot sized stretcher where Ratchet began examining her as best as he could. Sierra remained motionless as Bumblebee anxiously stood by Ratchet.

"This is not good, she's lost far too much energon." The medic said. "Bumblebee, go into my storage and grab the medical grade energon. She's going to need a transfusion. I need to seal these wounds as best I can. Hurry, Airachnid's hanging by a thread."

 **"Okay, Ratchet."** The panicked scout replied.

But when he turned to go down the hall, he saw Sierra and Rafael standing there, petrified.

"Bumblebee, I need those..." Ratchet said when he noticed that Bumblebee hadn't left, stopping when he noticed the two humans. "Oh."

None of them said anything or made a sound, but the portal was still open. Arcee, Wheeljack, Bulkhead and Optimus ran through and Ratchet quickly shut the bridge. Arcee ran up to Airachnid carrying a bundle of something in her arms.

"Ratchet, I made sure to salvage these. They're Airachnid's." She said before noticing who was there.

Sierra recognized what Arcee was handing over to Ratchet almost right away. They were long legs with blades at the end of them, eight of them, the same colors as Airi...They were Airi's legs.

Rafael reacted before Sierra did, muffling a frightened cry that was like a sword through Bumblebee's spark. Reacting to sisterly instincts she didn't even know she had, Sierra turned and grabbed Raf, shielding his vision of their bleeding friend. Bumblebee went to comfort his buddy, but stopped when he remembered Airi. As much as he hated to leave Raf like this, Airi needed a transfusion and Ratchet needed that medical grade. The scout ran as fast as he could down the hall so he could get back to his charge as soon as possible.

Ratchet began prepping Airachnid for surgery but Optimus stopped him.

"Ratchet, we need to move Airachnid." He said.

"But Sir, time is of the essence."

"Indeed, however, it is going to get worse before it gets better and the children do not need to see that. I will call Bumblebee back and we will move Airachnid to medical storage. Grab everything you need and we will work on her there."

Ratchet wanted to get started right away, but he could still hear the sobs of Rafael and knew that he would be distracted with worry. The medic relented and did as ordered.

"Bulkhead." Ratchet called. "Grab my equipment and follow me and Optimus. Arcee, bring Airachnid's legs and do the same. We need to move quickly."

Though they looked confused by what they were told to do, but didn't hesitate to follow the order. Sierra looked up and saw the Autobots preparing to move Airi.

"What are you doing?" She asked in concern.

Ratchet stopped to briefly answer Sierra.

"We're moving her to the medical storage room so we have everything we need."

Optimus passed Sierra while pushing Airachnid, Bulkhead with Ratchet's surgery equipment, and Arcee with Airi's legs on s push cart. Sierra grew concerned, not liking the idea of Airachnid being taken away. Ratchet needed to assure her that she would be alright before he could bring himself to leave her.

"Sierra, look at me." He said.

Sierra did just that and Ratchet could see the tears forming in her eyes as well.

"I'm going to do everything in my power to treat Airachnid. She will not offline on my operating table. You have my word, I will fix her. She's going to be alright."

Ratchet stood up and ran down the hall to meet up with the others. Sierra was left in the main hall with Rafael, who was still crying, and Wheeljack. Smokescreen was still out on patrol.

With all the mayhem winding down, Sierra held Rafael tighter and broke down as she buried her face in his hair.

 _"Airi."_ She choked.

It was too much for her, seeing Airi in that state. Now she was standing there with no idea what was going to happen. She sat against the wall with Raf still hugging her. She couldn't keep herself from crying. As much as Wheeljack wanted to say something, he had no idea what to say. He decided to mop up Airachnid's energon instead to keep himself distracted.

Sierra held Rafael tightly against her, afraid to let him go. She wasn't prepared for this, seeing someone she cared about like that. Never before had she felt so powerless to do anything. But she was only human. All she could do was hope and pray. How she wished that Jack was with her right now. Then again...he'd be as worried as she was. He needed to know what was happening. Sierra waited a little while to allow herself to calm down. When she could speak without sounding like she had been crying, she pulled out her phone and dialed Jack's number. The first time went straight to voicemail, meaning his mother didn't allow him to take her call. She called a few moments later and this time she received an answer.

"Hey, Jack, it's me...Something's happened...No, I'm still here...Yeah...It's Airi, Jack. She got hurt...and it's bad."

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 **Okay...I have some explaining to do.**

 **I messed up going so long without so much as an update. If any of you haven't jumped ship, you've been very patient and I appreciate that. I finished my classes and jumped right into the job and the job chewed me up and spit me out. It was way more physical than I thought it'd be and it took a lot out of me. Most of my days have been 10 to 12 hours and six days a week and while my bills have never been more caught up, I've been coming home exhausted. So for the past month, I haven't been writing. I've got one of my days off back, and I've been using those days to catch up on my stories and that's how this one was completed. But I cannot stress how sorry I am that you had to wait this long. I won't let that happen again. I said that last time, but I really, really wanted to write for these past few weeks but haven't had the energy to with what little time I had to myself. So, I'm going to do what I can on my days off to stick with my two week schedule. You guys have been great to stick with me and I don't want to lose you.**

 **So let's talk about the chapter. As you can tell, it's told from a several POV's even though the last chapter had Bulkhead and Arcee recounting the events to Jack and Sierra and we see things that they weren't there for. Whenever I have a chapter in this story that is told completely in flashback, it's going to be as if it were happening in a present from everyone's point of view. But next chapter, Jack and Sierra won't know anything about Airi's fight with Knockout or her conversation with Dreadwing.** **As for the action, as you can see, I didn't put an awful lot of detail in the fighting, but there's a reason for that. The battles weren't really the focus of this chapter so much as the interactions, specifically Airi with Dreadwing, Knockout, and Megatron. Don't fret though, there are plenty of good battles to come, especially when Shockwave comes to Earth.**

 **Airi went through a lot this chapter and we now see why Sierra was so upset when she called Jack. Now she knows just how much Megatron is not worthy of being a Prime. Add that to the fact that she see's that Knockout is beyond redemption, just like Starscream. If you're wondering what Bumblebee and Arcee were doing while Airi was getting tortured by Megatron, they were still dealing with a few Vehicons. Probably, should've addressed that in the story. Now, Airi is going to be okay. The real question is: how is she going to deal with what happened and who did it to her, and how will this affect June's opinion of her.  
**

 **Like I said in my last Old Nightmare, I tried double spacing my paragraphs, but Fanfiction seems to undo that when I upload my stories. Anywho, thank you for your patience and thank you for staying on board. Again, I'm sorry. Review and comment and I will be back and it won't be a month later, I promise. Penny, if you would.**

 **Penny: Salutations!**

 **Thank you, Penny.**


	15. Chapter 15

At the end of retelling of what had happened, Bulkhead suddenly fell silent as he remembered all the emotions he had when he saw Airi get ripped apart. Simply speaking of it again was enough to drain him as it did when it happened. He felt as powerless as he did then, as well as angry, angry at Megatron, angry at himself for not stepping in, even at the risk of getting hurt. Bulkhead wished he had done something, anything, even the smallest action that might have lessened the pain Airi was forced to endure.

He looked down beside him to Airi's partner, noticing that she had become just as quiet as he. He saw her sitting the same way she had been when he began detailing what Megatron had done to her, staring at nothing and covering her mouth, her green eyes wide and watery.

"Sierra?" Bulkhead called to her, but she did not answer.

Sierra moved her hand away and put her head down. Bulkhead watched her closely, trying to read her and think of something to say. He could see tears falling to the floor in front of her and saw her wipe her face with her wrist.

"I'm sorry." He said in a voice that sounded as such.

Sierra was still silent, shaking her head for no reason.

"This is all _her_ fault." Sierra said lowly. "I hate her."

Bulkhead had a feeling of who she was talking about.

"You don't mean that, Sierra." He said to reason with her. "June didn't want this happen."

"I'm not talking about Jack's mother." Sierra said a little harshly. "I'm talking about her." She followed much harsher.

Bulkhead was confused now.

"Who?" He asked.

"The other Airachnid."

Bulkhead understood.

"Oh." He said.

"She's the reason for all of this. She's the reason June's so mean to Airi, why none of you trusted her...She's the reason Megatron did this to her."

Now Sierra was clenching her fists.

"I hate them. Megatron, Airachnid...I hate the Decepticons!"

Sierra drew her breath harshly and calmed herself down, though she was still trembling.

"Airi's nothing like them."

Bulkhead placed one of his digits over her shoulder. She rested her head against it and took hold of it with her opposite hand. Bulkhead was glad that she felt comfortable enough around him to allow him to do this for her.

"You're right, Red...She's _not_ like them."

Sierra was calm again and she began to relax herself in Bulkhead's presence. It was going to be a long night and it didn't seem like she was going home, so she just made herself as comfortable as she could in the situation and waited for news on Airi.

However, sitting on the steps below the platform where she couldn't be seen, June was listening. She had heard everything that Airachnid had gone through, what Megatron had done. She could never have imagined that it was something so horrible inflicted on her...and June wished for none of it. Seeing how much pain Sierra was in because of it, it only made June feel even worse than she already felt.

She walked back down to the ground level and looked at the tunnel that led outside. Jack and Arcee were still out, but she didn't worry. She would have under normal circumstances. But knowing what she knew now, she understood that Jack was probably in the same emotional state as Sierra. Her own feelings on Airachnid were still conflicted, as she still didn't trust her. But for the sake of her son and Sierra...and Airachnid herself, she hoped the femme was okay.

June looked down the corridor where Arcee had told them Airachnid was taken. Optimus was right to move her elsewhere so the children could not see her being operated on. Having seen emergency surgery many times herself, she knew how ugly things could get in that situation. But she needed to see it for herself. She needed to see what they had done to Airachnid. Maybe then, she could understand what Jack was feeling and why he cared enough to lie. She looked back up at the platforms and it seemed like Bulkhead and Sierra were content to stay where they were. June then turned back to the corridor and began searching for her, Ratchet, and Optimus.

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Arcee's dilemma over hearing Jack and Airachnid saying "I love you" to each other was the last thing on her mind at the moment. Right now, the only thing that had her attention was her partner, who was struggling not to break down in front of her. After hearing what happened to Airachnid, most of it anyway since Jack couldn't take hearing the rest, he couldn't hold it in. Once she got to where Megatron began taking her legs off, Jack had suddenly told her to stop and hid his face so Arcee couldn't see him crying.

She didn't feel insecure about that. She knew he would do the same if it had been her who was hurt. But she had never seen him like this, nor did she like it. She searched her thoughts for anything she could say to comfort him, but she wasn't sure of anything herself. She didn't know what Airachnid's condition was. She had to admit, she was worried for the femme. She wanted to comfort Jack, but she had nothing to say. The only thing she could think of doing was to just let him vent his frustration and hope he would feel better after.

So now she sat against a large rock while Jack sat against a smaller one with his face buried into his arms. The only sounds coming from him were his breathing and the occasional sniffle. She was actually thankful that June had taken him home before the mission. There was no way he could've handled seeing her when she was brought back in her condition. But the longer Jack sat in silence, the more she hated not being able to comfort her partner, which was beginning to make her doubt herself as such.

"It's my fault."

Arcee barely heard him, but she looked over in surprise that he had said anything.

"What?" She asked.

"What happened to Airi was my fault." He said as he looked up.

Arcee understood that Jack was upset, but she didn't understand how he could blame himself.

"How is it your fault, Jack?"

"Because, she was distracted...I saw her face when we left. She was sad. Her head wasn't in the game and it nearly got her killed and that's my fault."

"Jack, stop." Arcee said. "This was not you. This was Megatron and no one else."

" _But I saw her, Arcee. R-remember when I told you how she asked me to hang out with her and Sierra in Vegas and I said I couldn't and-and she looked sad all of a sudden and I couldn't tell her that my Mom wouldn't let me come to base? That's what happened. Mom came to see her and I screwed that up and then I got banned from base and probably didn't think she was gonna see me again and she_..." Jack had to catch his breath between his fast speaking. " _She went out there thinking I was gone and that my Mom still hated her and_..."

Jack was stopped when Arcee suddenly placed her servo on his back gently, but firmly.

"Jack, breath. Calm down and take a deep breath."

Jack looked up at Arcee with eyes filled with such misplaced guilt. He looked away and did what Arcee told him to, taking a deep breath and letting it out. He looked ready to break down at any moment, the night taking a heavy toll on him and he didn't even see what happened. He was so emotional that he had begun rambling how it was his fault this had happened. Arcee needed erase any such thought from his head.

"Now listen to me. Airachnid went out there expecting to face Dreadwing and Knockout. None of us expected Megatron to be there. She wasn't ready for that. That was _not_ your fault. She held herself together when it was just Knockout and Dreadwing, so it couldn't have been what happened back at base."

Jack was still staring off into the desert, seemingly taking in some of what Arcee was telling him.

"Look at me, Jack."

Jack wiped his eyes and did just that.

"Megatron did that to her, not you...And you and I both know that Airachnid wouldn't want you beating yourself up like this and acting like it's all your fault, because it isn't."

Arcee then looked away.

"We all knew she might not have been as ready she thought...We should have been prepared for that, especially when we found out that Megatron was there. We let that happen. If it's on anybody, it's us."

Jack stood up suddenly and turned to Arcee.

"But you guys saved her. You and Bumblebee got Megatron away from her before he could kill her."

"Maybe...But one of us should've been there when he saw her. She shouldn't have faced him alone."

"But you just said you didn't know he'd be there...And you were fighting against like, a hundred Vehicons. How can you blame yourselves?"

"How can you? You weren't even there. You see where I'm going with this, Jack? You didn't do anything that caused Airachnid to get herself caught off guard by Megatron. She just wasn't ready to face the opposite of the Prime she followed in her world. You trust Optimus, don't you?"

"Of course, I do." Jack replied as if it should've been obvious.

"If Optimus thought that what happened between you, her, and June would affect her judgement out there, do you really think he would've let her come with us?"

And just like that, Jack had nothing to argue back with.

"No." He said as he lowered his head.

"It's okay to be upset. You're hurting and you're looking for someone to blame, even it's you."

And Jack did feel upset but what happened, enough that a few more tears began to fall.

"Hey." She said comfortingly as she held his shoulder. "Airachnid is going to be alright."

"How can you be so sure?"

"Because I know how Ratchet gets when one of us is down. He didn't give up on Optimus when he got infected with the Cybonic plague, he didn't give up on Bulkhead when he was exposed to Tox-En, and he didn't give up on Raf when dark energon almost killed him. He's not gonna give up on Airachnid and he'll pull her through just like he did with them...I promise that she'll be okay."

Even though he was still unsure about it, Jack was at least calmer than he was before.

"So enough with the tears already, Jack. Airachnid picks on you enough as is. What do you think she'd do if she saw you like this?"

Arcee's hope to lift Jack's spirits up by making him think of something positive worked if his soft smile was of any indication.

"Yeah, she'd never let me hear the end of it." He said as he wipe his wet face.

Jack leaned back against the rock and began thinking to himself as his smile became wider.

"I mean, she'd probably feel upset herself if she knew I was crying over her, apologize like a hundred times...But then, she'd bring it up every chance she got. Probably mention it before every mission. She really loves to torment me."

Jack laughed a little, clearly feeling a little better. Arcee was glad see that. But him speaking of Airachnid in such a way reminded her the bond that had grown between them in such a short time. For just a moment, she felt the uncertainty from before, but then she felt something against her side. She looked over and saw her partner resting his head against her frame. That was all she needed, for now, that little bit of affection. She put her servo around him and held him closer as she looked up at the clear Nevada sky.

"Ready to head back, Partner?" She asked.

"Not yet." Jack answered.

"Okay."

Arcee was content with just sitting there with her best friend in the whole universe by her side, looking up at the stars with her. How could she doubt what they had? She felt so silly for letting three little words make her second guess herself as Jack's partner. Airachnid loved Jack, but so did she, even if she never said it herself. It didn't have to be said, Jack knew. And Arcee wasn't possessive or jealous. She'd be more than willing to share Jack's friendship with "Airi" if that's what he wanted. How could it be any different than his friendship with Miko or Smokescreen or even the very close bond he had with Optimus? Arcee decided to let the whole thing go. When Airachnid recovered from her injuries, and she was _going_ to make a full recovery, Arcee wouldn't lose any recharge over seeing her and Jack together.

"Hey, 'Cee?"

"Yeah, Jack?"

"How do you know that Airi likes to tease me a lot? She never does that in front of you guys."

Arcee almost fumbled to come up with an explanation.

"I...heard her once while were you two were talking. Figured that she liked to do that often."

"Oh...Yeah, she does actually."

Things were quiet, but Jack was calm. His mind was off Airachnid for the moment and Arcee could keep him from going crazy until they got some good news. She really did hope that Airachnid would be okay. And she was okay with her friendship with Jack. There was no reason to feel threatened. Arcee was still his partner, so there was no reason.

No reason, that's what she kept saying to herself, no reason at all.

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June had never really explored the Autobot base. Basically, she had no idea where she was going. Thankfully, the corridor seemed to only go in one direction with storage spaces on either side of her, so she wasn't afraid of getting lost. She looked in many of the rooms she passed by, seeing several strange objects and materials that she didn't know what to make of, but no injured Autobots. Eventually, she came to a puddle, a puddle of blue energon, and stopped at the sight of it.

June didn't go near it, not knowing what contact with the Cybertronian fluid could do to the human body. She looked farther down the corridor and saw a trail of puddles leading down the path. She knew who's energon it was, and staying to the walls as to keep away from it, she followed the trail.

After about ten minutes of walking, the trail turned into one of the rooms. As she got closer to it, she could hear Optimus and Ratchet talking, among the sounds you might hear in a garage or a scrapyard.

"The line of energon remains steady, Ratchet." She heard Optimus say.

"I've managed to stop the leaking." The medic followed. "So, Airachnid won't die of energon loss. However, there is still the damage to her frame."

June, making sure to not be seen, peeked into the room where she saw Optimus and Ratchet standing over a makeshift operating table for beings of their size. The room was brightly lit with a large lamp that was not built into the room. There were several pieces of equipment that June thought looked medical. One of them was was a device that looked to be a transfusion apheresis machine with gas lines instead of tubes. She could see two large containers of energon held above the machine, much thicker and brighter than the cubes she had seen the Autobots consume a few times before.

"Optimus, I need your servos." Ratchet said.

Optimus then reached out and grabbed hold of something on the table.

"Very carefully remove her breastplate. Be firm if you have to, but don't cause anymore damage to her protoform."

Optimus nodded with a very serious look on his face. He turned his attention to his and Ratchet's patient and began to pull on what he was holding. June heard what sounded like a car door being pulled off the hinges. With a bit of effort, Optimus was able to pull off a large piece of black metal. It looked mangled beyond the recognition of whatever form it was in before, but June knew that it was part of Airachnid. She could only imagine how bad the rest of her looked. Optimus placed the metal plate aside and took hold of something else. After another bit of effort, he pulled off another equally damaged plate. When he removed it, Airachnid's servo had slipped off the table. It wasn't damaged, but it was coated in energon.

"Place them over there." Ratchet said.

Optimus nodded and placed the two metal plates over on a work bench where June saw a pile of what looked like black and blue rods. She stared at them for a little while, certain that she had seen them somewhere before. It took a moment, but she did recognize them, even though they were different colors. They were Airachnid's spider legs that Megatron had cut off and ripped out. June gasped, though very low that neither Autobot heard her. That must've been where she bled out the most energon. Suddenly, it was far too easy to imagine what she had heard Bulkhead telling Sierra actually happening.

"How bad is it, Ratchet?" Optimus asked.

Ratchet didn't look optimistic about the situation. He sighed before giving his answers.

"Her protoform has been damaged. On top of the stab wounds Megatron gave her, it's been partially crushed. It won't be easy to undo the damage...Anything can go wrong."

Optimus looked down at Airachnid on the table, sorrow plainly visible in his expression.

"We have to try, old friend. I failed to protect Airachnid in the field tonight. I will not fail her now."

Ratchet tried to appear optimistic.

"I'll do my best, Optimus. But we need to consider the possibility that..."

" _Jack_..."

Optimus, Ratchet, and June were all caught by surprise from the voice they had just heard. The two Autobots looked down to Airachnid, who was still unconscious.

" _Jack_..." She said in the same tone of sadness that she used to speak in. " _Jack...Please_."

Ratchet and Optimus had stopped working to hear what Airachnid was saying. No doubt, she was replaying in a memory in her head. June, however, wasn't aware of such a thing and thought that she was having a dream, a dream about her son.

" _Please, don't leave me...I need you. Don't go...I can't_..."

Airachnid had stopped and became too weak to continue speaking. Optimus and Ratchet knew what she was remembering, but June had thought it to be something else.

"Ratchet..."

"I know, Optimus...Let's get to work."

The medic and the Prime continued to work on saving Airachnid's life while June slipped back behind the wall to avoid being seen. She had leaned against the wall outside, making sense of what had just happened. Apparently, Airachnid had dreams of Jackson, dreams where she'd lost him. June wasn't unfamiliar with such a thing occurring for her. Every parent has at least one nightmare that feeds on their adult fear, their child running into a busy street, getting in a car with a stranger, or being abused in some way by another adult they thought could be trusted, June had dreamt it all along with a recurring nightmare of a certain predator spider getting her hands on her son. But the spider she had been afraid of was just crying her son's name in her sleep, afraid of the same dangers befalling Jack.

She cared...She cared for Jack the same way Arcee did. She wanted to protect him from the Decepticons...And June treated her like she was a Decepticon herself. Once again, June felt like a bad person. Sierra had every reason to dislike her. And knowing her own son better than anyone, she knew why Jack cared for her so much, enough to lie to his mother for her sake, to break down into tears when she got hurt. June walked past the room where Airachnid was being worked on and kept on waking down the hall. She needed to be alone to think about all this. After what she had just realized, she knew things couldn't stay the way they were after tonight.

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Jack and Arcee were coming up on the turnoff that lead to mesa. Bumblebee and Rafael had pulled up alongside them and they rode into base together. Jack dismounted Arcee's alt and Raf got out of Bumblebee. As the two Autobots transformed, Jack and Rafael greeted each other. Raf was very surprised that Jack was even there.

"You came back." He yelled in joy as he ran into him.

Jack gently hugged Rafael, knowing that the poor kid had been through a lot, having seen Airi himself.

"Yeah, I did. Are you okay, Raf?"

Raf pulled away and looked up at Jack. From the puffiness of his eyes and the fact that he wasn't wearing his glasses, Jack could tell that he had been crying earlier.

"I'm okay, I guess...I just needed to get out of here for a little while. I guess Sierra told you what happened"

"Yeah, she did."

Jack looked up and saw Sierra, who looked very exhausted, looking over the rails with her phone in her hand. She smiled when she saw Jack, but went back to whoever she was talking to.

"Yeah, I will. Don't worry." She said.

"Jack." Jack looked back down to Raf. "I'm glad you're back, but are you sure it was a good idea. Your mom's was already really mad at you. She's gonna lock you down forever if she finds out you snuck out."

Jack sighed as he began to explain the situation.

"My Mom came with me, Raf. She's here too."

Raf was shocked to hear that, considering how angry she was when she left.

"Does that mean you're not banned anymore?" He hopefully asked.

But Jack wasn't sure of that himself.

"I don't know. She said I was still grounded, but...I don't know."

Jack then looked around and noticed that his mother was nowhere to be seen.

"Hey, where is she, anyway?" He asked.

"Bulkhead." Arcee called.

Bulkhead came up to the rails.

"You seen June anywhere?"

"Uh...Last I saw her, she was down there. I've been up here with Red the whole time."

Jack and Arcee looked confused, wondering where June had gone. She couldn't have used the ground bridge to go home without Bulkhead noticing and she most definitely wasn't walking. She would've called to let Jack know what was up in either case. The only place she could've gone would be down the hall. But why would she do that? As a nurse, she would know better than to distract Optimus and Ratchet. Speaking of which...

Jack ran up the steps while Rafael talked with Arcee, who wanted to make sure he was okay. Jack was met with Bulkhead and Sierra, the latter had just finished her phone call.

"Hey, what's up, Jack?" Bulkhead greeted.

"Hey, Bulk."

Sierra smiled at Jack again and jogged towards him with a hug. She really needed one after hearing about what happened and knew that Jack probably needed one too. She held him tightly, feeling much calmer being so close to him. Jack was caught completely off guard by Sierra's affection, becoming pretty red because of it. He saw Bulkhead trying to hide smirk and did his best to ignore it.

Before it could register to Sierra what she was doing, Rafael had joined the two. She let go of Jack and crouched down. Raf wasted no time running into her arms. She held him as tightly as Jack, but with a very different kind of affection.

"You okay, Raffy?" She asked.

"A little." He answered lowly.

Jack watched the two embrace each other and looked to Bulkhead.

"Any news on Airi?"

Bulkhead closed his optics and shook his helm.

"Nothin'. Haven't heard anything from Ratchet. I guess that could mean she hasn't gotten worse, but..."

Jack was feeling a bit down again and leaned against the rail by the steps. He checked his phone and saw that it was getting late already.

"What time is it, Jack?" Sierra said, having let go of Raf.

"It's a quarter to twelve." He answered.

Bulkhead looked to Sierra.

"What'd your dad say, Red?" He asked.

"He said that as long as I get to school on time and that I'm not with any boys, he's fine with me spending the night at Raf's place."

"But...Raf _is_ a boy." Bulkhead confusingly stated.

"Yeah, a _little_ boy." Sierra said in amusement. "My Dad's not gonna flip out over that."

"You probably shouldn't mention that I've got five older brothers, then." He replied with a laugh.

"So, you're staying with Raf?" Jack asked.

"Huh? Oh, no." Sierra corrected. "Me and Raf figured we'd be in for a long night and neither of us wanna leave Airi so we thought we'd ask our parents if we could spend the night at each other's house."

"I told my Mom we were all having a study sleepover at your house, Jack." Raf said.

"Hm, smart." Jack said.

"And what about you, Jack?" Bulkhead asked. "You're stayin' too, right? Airi's gonna be really happy to see you when she wakes up."

Jack was extremely surprised to see Bulkhead not only showing concern over Airi, but even calling her Airi. However, he had no idea how much longer he would be there or when he would return.

"I honestly don't know, Bulkhead. Mom felt sorry for me and let me come here to see what happened, but...That's only gonna get me so far."

Jack didn't want to leave, not without knowing that Airi would be okay. He wanted to tell her that he was sorry for lying, for ruining her chances to make peace with his mother. But he didn't know what was going to happen. This could very well be the last night he'd be with the Autobots in a long while. Sierra walked up to him, seeing his uncertainty.

"Jack, we'll keep you updated as we learn more, we promise." She said.

Jack looked to her, gratefully.

"Thanks, Sierra."

They exchanged smiles, neither realizing how long they were looking at each other.

"Jack."

Jack looked behind him and saw his mother at the steps. He saw that she was very solemn about something. Jack didn't know what that meant for him.

"Mom?"

"Can I talk to for a moment?"

Again, he didn't know what that meant, but he prepared for the worst.

"Okay." He said.

June went back down the steps and Jack looked to his friends. They all seemed like they didn't expect to see Jack for the rest of the night. Knowing that might be the case, he smiled at them in a way that said goodbye before following his mother.

"Good luck, Jack." Raf said as he left.

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Jack and June went far enough down into the hallway to speak without being eavesdropped on. They stood on opposite walls, across from each other. Jack looked at June cautiously, waiting to hear what she had to say. June on the other hand seemed unable to look Jack in the face.

"I..." June began, keeping Jack in suspense. "Jack...I love you."

Jack wasn't sure where she was going.

"I love you too, Mom."

"Everything I do,...I do it for your sake.

"I know...Believe me, I do."

June was holding back tears, tears of shame...and of the past.

"Your father cheated on me left and right...I was a loving and faithful wife, but it wasn't enough. I guess my looks had faded. But even with all the other women, I stayed by his side. I did that for you, Jackson."

"Mom, I..."

"Mostly for you. Some of it was just me being blind and in love. And like a lot of women in love, I rationalized everything he did. ' _They're just random women, they don't mean anything to him. I'm his wife. He loves me, not them. He's the father of my child. He'd never abandon us_.'"

"Until he did." Jack said bitterly.

"Yes...Until he did. By the time he left, I had already accepted that he didn't love me anymore, but I thought he still loved you and I knew you loved him. You needed your father, imperfect as he was. I didn't want you to suffer because he was such a whore."

Jack had his arms folded, but he was gripping his arms very hard. This conversation was able to get his mind off Airi, but it angered him like nothing else could.

"I wasn't enough for him either, though." Jack said. "That's why he left us...So he could be with his _other_ family."

June felt her tears falling now, as she remembered her son on the day Joseph Darby left them for the wife and son he had made behind their backs. Jack was so heartbroken that day. June still didn't understand how he could come back from that so unjaded.

"He hurt you so bad that day." She tearfully said. "I hated him ever since then. Tossing me aside for other women was one thing. Even giving his love to one woman and choosing her over me, I could take that. But to throw you away...That was unforgivable. I never wanted anyone to hurt you like that again. I swore I'd never let that happen, to let someone break my baby's heart that way."

Now Jack was fighting back tears. He angrily wiped his eyes with his arm.

"Why are we talking about this, Mom?" He asked.

"Because you're all I have, Jack. You're my everything. When it was the three of us, it was you, then him. Then it was just you...And I've been so afraid to lose you."

"Mom, I'm not Dad." Jack said with clear emotion. "I won't abandon you like he did."

"No, I know that, Jackson." June said. "But after all these years of raising you alone...I had to live with not always being there to protect you. Joseph always made me feel safe...for both of us. Without him, I was always afraid of someone taking you away from me. Then one night, I wake up wrapped in some sticky cocoon and I see you there standing in front of some...monster threatening to hurt you. Every nightmare I've ever had became real that night."

Now Jack knew where she was going.

" _Mom...I'll stay away if you want me to. But I'm begging you, please, please let me stay tonight. Let me stay and see if she wakes up. After that, I'll do anything you ask. I'll never lie to you again, I swear, I won't. Please...let me be here for her for one more night_."

June looked at Jack for the first time and saw how emotional he was becoming.

"Look at yourself, Jack...Look at what I'm doing to you... _I'm hurting you_." June was crying now. " _Never lie to me again, Jack. You're not your father. Be honest with me, okay_? _Be who I raised you to be."_

Jack nodded his head, knowing full well how lying to his mother had hurt her.

" _Can I stay tonight, Mom, please_?"

June wiped her face as best as she could.

"Jack...These people are our family now. I can't keep you away from them."

It took a few seconds for June's words to sink in. Jack looked up with wet, wide eyes.

"I can't care for her the way I care for Arcee and it's not fair, I know...But I also know she won't hurt you. I know she cares about you, Jack, probably as much as I do. She's as afraid of losing you too...And I won't take you away from her."

Without another word, Jack ran to his mother and grabbed onto her tightly. June's was rendered breathless by how her son embraced her. It was almost like he was ten again, holding on to her as if afraid he'd lose her too. He let out a few cries, grateful that his mother was able to understand. She gently placed her hand on top of his head and then nuzzled his hair affectionately.

"I'm sorry I can't be friends with her, Jackson...But I can let you be her friend. I hope that's enough."

"Thank you, Mom. _Thank you so much_."

Jack was still trying to control his breath, hitching with each inhale.

"You love her, don't you?"

"I do...She's family."

June held her son a little tighter, letting him get his emotions out before he would join his friends. She was okay with this decision. Her problems with Airachnid were her own and Jack shouldn't have to suffer because of them.

"I love you, Mom."

"I love you more, Jackson...More than I've ever told you."

They didn't let go of each other for a while. Both were emotionally drained from everything that had happened. June was going to have a lot to think about while she was alone in her house later that night. Maybe that guilt in the back of her mind might go away. Maybe someday, she could give Airachnid a chance to show her who she really is. Maybe June could see Airi instead of Airachnid. For Jack, she would at least try.

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 _Airachnid pulled into the garage with Jack. June was waiting for them, a worried and sad look on her face, but she smiled when Jack got out the car. She could tell that he had himself a good cry while Airi had taken out after what happened. She hoped that he was able to vent all his pent up anger against her not so welcomed guest. She reached out and gently squeezed his arm._

 _"You okay?"_

 _Jack still looked sad, but not emotional._

 _"Better now."_

 _"I'm sorry, Jack. He said he wanted to see you and I just thought..."_

 _"It's okay, Mom. You didn't know. He's not coming back, is he?"_

 _"No, Jack. And he is_ not _getting custody of you, I promise. He's been out of your life for six years and hasn't payed a dime of child support. He can take me to court if he wants. No judge will side with your father."_

 _The thought of that must've been weighing heavily on Jack's mind as it seemed like it was lifted when June told him that. He went and hugged his mother very tightly, to which she respond in the same manner._

 _"I love you, Mom."_

 _"I love you, Jackson. I love you so much."_

 _"He had no right to say those things about you. You're not a bad mother, not even close."_

 _June let go of Jack and touched his face gently._

 _"I don't care about that. I just never want him to make you cry again. The next time he shows up, he can either keep driving or I call the cops. It's gonna be okay."_

 _June kissed Jack on the forehead and he seemed to be okay with everything. He looked back to Airi, who watched the mother and son with a warm spark._

 _"Thank you, Airi. I really needed to hear you say those things to me."_

 _"I meant every word, Jackson."_

 _"I know...I'm glad I met you."_

 _"Me too, Jack. Get some rest, okay? You've had a rough day."_

 _Jack nodded and smiled. He kissed his mother on the cheek before turning to leave._

 _"Good night, guys." He said._

 _"Good night, Jack."_

 _"Good night, sweety."_

 _When Jack left, June looked down in regret._

 _"What's wrong, June?"_

 _June sighed in exhaustion._

 _"I should've warned Jack before you brought him home. I should've called him and told him his father was here and asked if he wanted to see him, instead of just him coming home and see him at the table like he never left."_

 _"But you didn't know what he was going to do."_

 _"So, Jack told you, didn't he?"_

 _Airi felt a little anger about what Joseph Darby tried to do._

 _"Yes...I can't believe he would try to take Jack away from you after he left him behind."_

 _"That's always been Joseph Darby, selfish. This whole thing was about him. He's realized now that he abandoned his son and thinks that taking him back would make him right. He didn't even care what Jack wanted."_

 _June placed her hand on Airi's alt, looking grateful to the femme._

 _"Thank you, Airi."_

 _"For?"_

 _"For being there for Jack."_

 _"June, you don't have to thank me for that."_

 _"Yes, I do...I knew this would happen someday, Joseph would try to come barging back into Jack's life...and I knew how Jack would get. I never knew what to do if it happened. Luckily, you were here. You helped get Jack through a very emotional scenario. I can't begin to thank you for that."_

 _June placed her other hand on Airi._

 _"I'm very glad that my son met you."_

 _Airi was silent for a few moments._

 _"June...You and Jack aren't alone anymore. You know that, don't you?"_

 _"Airi."_

 _"You have me now, and Megatronus, and the rest of us. You're our family now...So, you_ don't _have to thank me for being there for Jack. I don't like seeing him that way either and I'd do anything to get him through it. And I swear on my own spark, I'll never hurt Jack the way his father did. I'd never abandon him...or you."_

 _June's eyes had begun to water a little, but the single mother wiped her tears and smiled at her son's very close friend._

 _"I'll see you in the morning, Airi." June said as she cast one more look before she left._

 _Airi was glad that she could help Jack get through what happened with his father and it touched her deeply that he confided in her everything he felt about him. It still surprised her how close she had become to the two since the day she rescued Jack from Arcee and stayed by his bedside until he woke up. But despite the scar on his chest, she was glad to have crossed paths with him. She was glad to have him and his mother in her life. She couldn't imagine being without them, not after everything they'd been through._

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When her optics activated, Airi found herself staring at the roof of one of the storage rooms. When she tried to get up, she felt a strange nothingness in her whole frame. She couldn't recollect what had happened recently as she sat at the edge of the berth she powered up in. She looked down at he frame and saw that he chest plate had been replaced by a different shade of black metal.

"A patch job?" She questioned.

She looked around the room and made it out to be a makeshift medical room of some sort. She tried to stand up and felt that she weighed less than before, having trouble with her balance and nearly falling forward. She looked behind her and saw that he spider legs were missing. That's when it all came back to her.

 _"If you want your hive to hear you, you need to scream louder!"_

Megatron...She remembered the evil counterpart to her Prime in too vivid detail. He had tortured her, cut off her spider legs, one by one, sadistically smiling as he did it. Her frame began trembling as she remembered it all, both out of anger and fear. Even with all the changes to his frame, he still looked so much like Megatronus, but he acted nothing like him. He was a monster, perhaps worse than Lord Optimus. It hurt to think about. Seeing Starscream act hateful towards her was hard enough, as was seeing Knockout's desire to snuff her spark, but to actually be cut down by Megatron...

"I wasn't ready...I should've stayed behind."

Airi had no idea how bad the damage to her frame was, but she knew that Ratchet had turned off her pain receptors, which could only be a bad thing. She didn't know if the damage was permanent, but she hoped it wasn't. She didn't want to be injured so badly that she couldn't remain Sierra's partner.

"Sierra." Airi said suddenly.

Did she see her like this? Airi hoped she didn't. But she was no doubt worried out of her mind...And so was Jack. She had no idea what time it was, if the children were even at the base, but she needed to see. Even if she could reach Ratchet's console and call Sierra, she had to let her know she was okay somehow.

Airi began walking to the main hall as best as she could in her condition. She ended up having to support herself against the wall to keep moving. As she got closer to the end of the corridor, she heard the sounds of a familiar electric guitar.

"Miko?" She asked herself.

How long had she been out that Miko had returned? She made it to the door way and heard the loud music coming from the human area above her. She wasn't quite strong enough to keep going just yet.

"For Primus sake, Miko, I said one day of your music, not a whole week." She heard Ratchet complain.

A week? She'd been down for at least one week?

"Don't act like you didn't miss it, Ratchet." She heard Miko say. "You know you missed me."

"Hmph." Was all Ratchet could reply with.

Hearing Miko's voice gave Airi the strength to keep going, but she stopped again to regain it. She needed energon. She'd probably been giving a small amounts to keep her running while she was in stasis lock.

"Airi?" She heard a young voice say.

She looked up and saw Rafael looking over the ledge with a shocked expression.

"Guys!" He shouted. "It's Airi! She's awake!"

Miko's music stopped suddenly and Airi heard her guitar hit the floor. Almost like a blur, Miko appeared at the rails with the widest grin Airi had ever seen. Primus, did she miss her. But without warning, Miko climbed up on the rails and Airi knew what she was gonna do.

"Miko, Miko, Wait!"

Ignoring her warnings, Miko jumped off the rails and Airi was barely able to catch her in both servos, falling to her knees for her effort. She looked down to see her little rocker hugging her chassis tightly with her eyes closed and that same grin on her face.

"I'm happy to see you too, Miko...But, please don't do that again."

Miko looked up with a sudden change in expression.

"I'm gone for a few days and you go off and nearly get offlined by Megatron?! You're so lucky I didn't paint you pink while your were nappin'."

Airi couldn't help but smile. She was glad to have Miko back. Then, she heard the sounds of footsteps rapidly descending metal stairs and sure enough, Sierra came to a screeching halt in front of her. She took one look up at Airi and almost burst into tears.

" _Airi_." She said as she ran to her guardian.

Airi placed Miko down and took Sierra into her servos, holding her to her chassis. Sierra couldn't hold herself back and began to cry.

" _I was so scared you wouldn't wake up. I thought I was gonna lose you_."

"I'm sorry, Red. I really am."

Hearing Sierra cry brought up some memories she'd rather were left forgotten. But she wasn't dead yet and neither was Sierra.

"It's okay, Red. I'm still here. I'm not going anywhere."

Sierra looked up and and wiped her tears away. She was smiling now, which Airi was much happier to see.

"You're making this up to me, you know?" Sierra said.

"Oh, don't worry. I'm sure we can think of some way to make up for the lost time."

Airi looked down to see Raf at her pedes. He too was smiling at her, which almost made her spark explode. She wasted no time and scooping the little ball of cuteness up.

"Come here, you." She said.

Rafael embraced her as she did him. She was practically squeeing on the inside from getting this kind of affection from the little boy.

"Don't do that again, okay, Airi?" Raf asked.

Now she wanted to cry, knowing that she probably scared him up pretty bad.

"I won't, little one. I promise."

Airi then saw Ratchet, looking relieved himself, walking up to the group. She smiled at him gratefully, knowing that he must'vw worked himself to rust to heal her.

"It's good to have you back, Airachnid."

"Thank you, Doctor, for everything you've done."

Ratchet then began to walk past her, back down the hall.

"You're probably in desperate need of energon. Wait here while I go get some for you. When I get back, I'll let Optimus know you're alright. He's been very worried about you."

Airachnid placed Raf back down and looked at her three kids. It felt like forever since she had last seen them. She wasn't even worried about her injuries, just so long as if she had them. If only Jack was here, then she'd feel at home.

"Airi." She heard a voice call to her.

She looked up and saw him standing by the rail. She was caught completely by surprise by his presence, not expecting to see him after last time. But there he was, looking down at her with a smile. But he also seemed distant...and unhappy about something. She knew her old partner and was able to guess what it was. Nonetheless, he kept smiling at her, wiping a single tear from his eye.

"I'm glad you're okay. I was worried."

"Jack."

"Welcome back...I really missed you."

Even though she knew something was wrong, her spark melted right there. For just a brief moment, things felt like the old days, when Jack was still her partner. If only that moment could last forever.

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 **What's this? I'm only three days past my deadline?**  
 **(Looks at self in the mirror)**  
 **WHO ARE YOU?!**  
 **Ahem, anyway. Welcome back to A Shard of Glass. By the way, if you're curious about the title of this story, I'm referring to a shard of Shattered Glass. Now if someone could explain the meaning behind that title.**  
 **So most of the chapter focused on Jack, June, and Sierra. Knowing what happened to Airi has really affected them and changed some outlooks. June had gone through some huge development this chapter. Now, she's not ready to accept Airi like she does the other Autobots, but she's willing to trust Jack with her. The flashback involving Jack's father was meant to show how close Airi was with June as well as Jack. We only got a glimpse of that in the last flashback.**  
 **Jack, of course, feels pretty guilty about what happened to Airi. I know it seems ridiculous, but considering how often he worries for her, it makes sense he'd think that what happened in Chapter 12 because of him lying would affect Airi in the field. Even with Arcee's pep talk, it doesn't seem like he's let himself off the hook yet. And if it seems like Arcee is in a bit of denial, she just might be.**  
 **I did a bit of time skip and now Miko is back with the crew, but Airi still needs some work done before she's ready to get back out on the field. Plus, there's still the affects of being cut up by Megatron to deal with. Airi still has a road ahead of her.**  
 **I was going to have the final scene end with Shockwave, but I decided to end it on a positive note for a change. But the Decepticons will be making an appearance next chapter and Megatron will be running out of patience by then.**  
 **I hope you enjoyed the read. Comment and Review and I'll see you guys later.**


	16. Chapter 16

_"A traitor must suffer for turning against her master."_  
 _"If you want your hive to hear you, you need to scream louder!"_  
 _"This is what happens when you betray me, Airachnid!"_  
 _"You are less than nothing when compared to me!"_  
 _._  
 _._  
 _._  
 _._  
 _._  
 _"Tell me, when you look at me, do you see a strong and true Prime?...I would like to believe I was."_

Airachnid's optics came online and she found herself back in her quarters. It had been a while since a day had begun like this. She almost couldn't remember when she replayed a bad memory of her old world. The memories of her torture were not the first time she had, but the final memory before she came out of recharge, that one was far more painful. That was the day she had lost Megatronus Prime. Those were a few of his last words to her.

Airi managed to sit herself and rest at the edge of her berth. Things had been very difficult after her encounter with "Lord Megatron". The pain of being ripped apart by his servos was fresh and easy to remember. It was still real as the night it happened, and it hurt her in more ways than one. Replays of that night had robbed many more nights of recharge from her. For the sake of the others, she kept to herself in those moments. They were worried enough for her as is.

Airi stood up, but as she had so many times, she fell back on her berth. She couldn't get used to not having her spider legs. But that was a mere inconvenience compared to everything else. Her patch job still throbbed and ached, keeping her from doing much else than walk around. Ratchet was still working to repair her damaged frame and her protoform still needed to heal as well. It'd be a little while before she was back in top form, even longer before she'd be ready to go back out in the field. She wasn't ready to face the Decepticons, she knew that now. And after what he had done to her, she may never be ready to face Megatron again.

"Stop." She whispered to herself.

There was no need to think about that now. She was alive and that's what mattered. She needed to heal physically and mentally, but for now, she would focus on the physical part. As for the mental part, there were four wonderful humans who could always make her feel better. Hopefully, they were at the base already. She really wanted to see them, especially with the way the morning was starting.

:::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::  
Things were pretty slow at the base. Most of the Autobots were out on routine patrol or other menial tasks while Airachnid was resting. At the moment, three of the four kids were on the couch, passing the time by watching cartoons.

 _"Get out of my head. Leave my brain alone!"  
"Never, Never! Hahahahahaha!"_

"This episode was a lot less creepy when I was a kid." Sierra said, leaning over the back of the couch.

"You're talking to a girl who's first anime was Violence Jack." Miko boredly replied. "Nothing disturbs me."

"I don't even wanna know that is." Sierra answered back.

"Ugh." Miko whined. "This is not how to spend a Sunday. I wanna dune bash, already."

"The 'Bots won't be gone much longer." Raf responded.

Sierra looked over to Jack who was leaning over the rails, thinking quietly to himself. He seemed to have a lot on his mind. He always seemed that way, since Airi woke up.

"Hey, Red?" Miko called.

"Huh?" Sierra replied.

"You wanna come with us?"

"What?" She confusingly asked.

"When Bulk gets back, wanna come dune bashing with us? It's a lot of fun."

Sierra still didn't know what Miko was talking about, but she knew she couldn't leave.

"Sorry, Miko. I kinda wanna stay close to Airi, ya know? She's still having a hard time with everything that's happened."

"Well, duh. That's why I'm asking you to come. You and Airi can bash with us. If she's awesome enough to like my music, then she'll love this. Besides, she's been in here for days now. She could use the fresh air."

"Miko." Miko turned to Rafael. "Airi's still in a bad shape. She's not strong enough to leave the base yet. She can't even transform in her condition."

"It's not safe, anyway."

Everyone turned to Jack, who as of now, had spoken maybe five sentences since he arrived at base this morning.

"After last time, the 'Cons are definitely looking her. She can't be out there in the shape she's in."

Jack hadn't turned to face them when he spoke. Sierra knew that something was bothering him. Miko seemed to get Jack's point of view, though she deflated visibly when he gave his opinion.

"Man...Now I just feel bad. It sucks that Airi's stuck in here every single day."

"Ratchet's doing his best to fix her." Rafael said. "He's been working really hard on her frame."

"Yeah, I know." Miko replied. "I hope the 'Bots really put the hurtin' on Megatron the next time they see him. I'll never forgive him for what he did."

Sierra's expression changed a little, becoming slightly angry.

"Me neither. I hope Optimus hurts him the way he hurt Airi."

Jack turned around, finally, with a serious look on his face. It was almost exactly the same of his mother's.

"Guys, please remember not to talk about this around her. Megatron, the Decepticons, what happened to her, don't bring any of it up."

"We know that, Jack." Miko replied.

"I'm serious...Airi can't be doing great with all that. She's gotta get better both ways, head and body. Stuff like that's just gonna get to her."

They then heard the sounds of light pedes slowly approaching from the hallway. They knew that it was Airi. Jack seemed to brace himself, from what Sierra could see. He always did that when he saw her for some reason. Airi approached the main hall at her own pace. She stayed close to the wall, leaning her hand against it. She still had trouble walking. She stopped just at the entrance to regain her strength. Just coming from her quarters seemed to take a lot out of her.

"Hey, Airi." Miko called gently.

The femme looked up and was greeted by her four loving humans, bringing a smile to her face almost instantly.

"What are you four doing?" She asked in amusement, gaining her strength.

"Thinkin' of ways to get in trouble." Miko replied.

"Of course, you are."

Airi took a few more steps closer to the platform. Rafael sat down with his legs dangling over the edge.

"Are you feeling better, Airi?" He asked.

"I am now, little one." She replied, lightly poking his cheek, getting a cute giggle out of him.

"Glad to see you moving around." Sierra said.

"It's still a bit off-putting. Without my legs, it's difficult to stay balanced."

"Just hang in there." Sierra said back. "You'll be back in balance in no time."

"I certainly hope so."

Talking to them was therapy in itself to Airi. Just seeing them all together again, just like the old days, it gave her strength back. Although, Jack seemed distant from the rest of them.

"Hey, Jack." Airi called to him.

"Hey." He said as he moved closer to the group. "You doin' okay?"

"I'm on my pedes and taking steps. That's always a good thing, isn't it?"

Jack smiled, but Airi could see his troubles in his eyes.

"I'm glad you're getting your strength back. I hope you recover soon." He said.

"I'll get there, Jack. Don't worry about me."

Jack then seemed distant again, thinking to himself.

"Anyway...I'll be around if you need me."

With that, Jack took his leave as Airi watched him go back to the couch. He'd been like this since she woke up. He was avoiding her and she had a feeling as to why. Airi was about to make her way up the platform to talk to him, but she heard several vehicles coming through the tunnel.

Arcee, Bumblebee, and Bulkhead all drove into base and transformed on arrival. The kids, minus Jack, all rushed down to the floor to greet the three.

"Took you guys long enough." Miko complained. "What were you, searching for Atlantis out there?"

"C'mon, Miko." Bulkhead began. "We gotta be thorough, remember. Optimus wants us scouting good and hard to make sure no 'Cons are out there. Megatron's probably ticked after..."

 **"Bulk!"** Bumblebee cut him off.

Bulkhead stopped himself and looked over to Airi, who had turned away at the near mention of Megatron.

"Oh, uh...Anyway, we're back now. So...you ready to do some dune bashin'?"

Miko's eyes lit up at the mention of her favorite pass time, but stopped from cheering when she remembered something.

"Um, I think I'm gonna stay in today, Bulk."

Bulkhead was shocked to hear that and little worried.

"You feelin' okay, Miko? You're not getting sick are ya?"

"Uh, yeah." She lied as she tried to fake cough. "I think I'm coming down with something. Probably best if I don't go out into the desert and get sand in my lungs."

Bulkhead didn't believe her any more than she believed herself.

"What's goin' on, Miko? What you are you hiding?"

"Nothing, I just...uh..."

Miko couldn't think up anything to say which, of course, made her look more suspicious to Bulkhead. But while he was clueless as to why Miko wasn't up to go out, the other kids and Airi figured it out pretty quickly.

"Miko." Airi called from behind her.

She turned to face to femme who had her arms crossed, but seemed to be smiling understandingly.

"Go with Bulk. You're bored and you know it."

"I'm not bored." She lied again. "In fact, I think I feel another jam session coming on. Who's ready to rock?"

Aside from Airi and Bulkhead, no one wanted to spend their Sunday listening to Miko fill the base with audio pollution.

"Miko." Jack said sternly. "Ratchet's still working on Airi's frame and he needs to focus. He can do without the loud metal playing. Whenever you get bored, you get into trouble. Why don't you just go dune bashing with Bulk like you wanted."

Miko looked over to Airi who was caught off guard by Jack's sudden seriousness. She turned back to Miko, who was still uncertain about what to do.

"Go on, Miko. Don't worry about me."

Miko felt guilty about leaving Airi like this, but she knew that if she stayed, Airi would be the one to feel guilty.

"I'll see you later, guys." She said as she waved goodbye, focusing on Airi above the others.

She got in Bulkhead's alt and rode off with him, but as they left, she turned to watch Airi as she went into the tunnel. Airi didn't want Miko to worry about her like this. But then again, Airi had worried for her just as much while she was recovering, so she couldn't really blame her. Once she was dune bashing, she'd forget all about it until she got back. Jack and Sierra on the other hand...

"You ready to go, Jack?" Airi heard Arcee say.

She looked to Arcee standing below Jack at the railings.

"Where are you going?" Sierra asked.

"I have to work today." He said.

"On a Sunday? You worked yesterday, didn't you?"

"Yeah, but after all that time I took off last week, my boss wants me working weekends all month."

"Wait, what?" Airi questioned.

Jack looked over to Airi, looking like he let something slipped.

"I...Yeah, I kinda called in all last week on short notice."

That surprised Airi, as that was very unlike Jack.

"Why?"

Jack motioned his mouth to talk, but didn't seem able to speak, like he had just been caught in a lie.

"He was worried about you, Airi." Sierra decided to say.

Airi looked to Sierra and then back to Jack.

"I just wanted to be there when you woke up." He followed.

Airi looked on a little downcast when she heard that.

"Oh, Jack."

Like Miko, he looked guilty, only this wasn't the first time. She'd been seeing him like this around her far too much for her liking.

"No more of that, okay? If you're gonna take off, do it to have some fun, not worry about me."

"I'm sorry...Anyway, I gotta go."

Jack went down the stairway, trying not to look at Airi. He was avoiding her again.

"Hey, Jack?"

"Yeah?" He said as he stopped to look at her.

"Don't work yourself too hard. That place doesn't deserve you."

Finally, a reaction she wanted to see. Jack blushed a little and laughed along with it.

"Thanks, Airi."

Arcee transformed and allowed Jack to mount her.

"You in a hurry, partner?" Arcee asked.

"Hm, no. Why?" He said as he put on his helmet.

"You mind if we take the long way, enjoy the ride a little. It is a Sunday, after all."

"Yeah, Sure. It's a good day to be out on the road."

"All right, then. Let's roll out."

Arcee surprised Jack with how quickly she pulled off. She was a little too excited to be taking Jack to work. But he thought little of it once the he felt the wind. It was gonna be a short ride, but it took his mind off a lot of things. He kind of need that right now.

Airi watched the partners go, a little saddened to see Jack leave. She couldn't help but remember the old days, when it was her and her Jack. She shook her head to stop herself. She had a new life now, and her Jack would want her to let that go. But with this Jack being so distant, she felt a little disconnected from him.

Airi didn't notice Bumblebee and Rafael walking up to her.

"Hey, Airi?"

She looked down to see Raf at her pedes.

"Yes, little one?"

"So, me and 'Bee were wondering..."

Airi looked to Bumblebee who was acting almost as shy as his little partner.

"When you're fully healed and able to transform, you wanna come race with us sometime?"

"Race?" Airi questioned.

"I mean, not like a real race, like the ones Vince goes to. I mean, you and Sierra wanna race me and 'Bee?"

A smirk formed on Airi's face.

"Is that a challenge, Scout?" She said to Bumblebee.

Bumblebee was caught off guard by Airi's sudden change in demeanor. At first, he was a little intimidated. But if Airi was looking for a challenge.

 **"Yeah, yeah it is."** He said with sudden cockiness.

Airi tapped her digit to her chin as if to ponder.

"And what do I win if I beat you?"

Bumblebee was at a loss and tried to think up some stakes.

 **"The loser has to cover the victor in whatever task they choose. How's that? If I win, you have to cover my next inventory check. If you win, I have to do whatever chore you want me to."**

"Hm, tempting, but not good enough for me. I've got a better one. I'll cover _two_ tasks for you if you beat me, but if I win, not only must you cover a task of my choosing, but I get to spend the whole day with Rafael while you do one my jobs."

Bumblebee didn't expect that and the thought of having to work while his little guy was off having fun seemed like such a drag. But this _was_ a challenge and he was not gonna back down.

 **"You're on, Airi."**

He held his servo out to seal the deal. Airi took it and despite her weakened state, she squeezed it firmly.

"I hope you know, you won't win."

 **"Well see about that, Spider-Bot."**

Sierra was sitting at the edge of the platform.

"Looks like you luck out no matter who wins, Raf." She said.

"We're not gonna lose, Airi. Bumblebee's the best driver of the Autobots. He's never been outrun." Raf said.

"That's because he's never raced me before. And I've never raced with you as the prize. Don't make any plans, little one. Once I'm back, you _will_ be mine for a day."

She winked at Rafael which made him step forward and try to look unintimidated. It only made him look cuter to her, which made her want to win even more.

"I would suggest you two begin practicing. You'll need it if you're going to beat me."

 **"Like I need to train. I could beat you in my recharge, Airi."**

"Oh, so you've managed to outrun a Vehicon two-wheeler with a human in your driver's seat, because I've outrun three."

Bumblebee went wide opticked.

"Three?" Raf said in shocked.

"In a forest with lots of trees."

They both stared at her in disbelief.

"Don't believe me, ask Jack when he comes back."

Raf and Bumblebee quickly turned to each other.

"You know, maybe we should..."

 **"Probably get some practice runs..."**

"Keep you in top form..."

 **"Yeah."**

Bumblebee transformed and Rafael jumped in the driver's seat. As they pulled towards the tunnel, Rafael rolled the window down and stood out.

"I can't wait for us to race, Airi! Get better soon!" He said as they sped away.

"I will, Rafael, you cute little organic." She replied, that last part said after he was gone.

"I can tell you're eager to win." Sierra said.

"Why wouldn't I be? Come now, tell me that Rafael is adorableness personified."

"Yeah, he's like a little Mexican teddy bear."

"Mexican?" Said questioned. "I could've sworn in my world, he said he was El Salvadorian."

"He told me his grandparents came from Toluca."

Both shrugged in confusion.

"You sure you can handle two humans to watch over?"

"Actually, I was thinking, Red."

Sierra walked down to the ground level.

"If I have Rafael under my care, that gives you an excuse to spend the day with Jack."

Sierra became surprised, as she hadn't even considered that. Though, the thought made her a little red.

"Heh, so agreeing to a race was just a way for you to get me together with Jack?"

"Not really. That was more of a by-product. I just wanted a chance to have Rafael all to myself."

"Gee, thanks."

Sierra sat against the wall and Airi sat next to her.

"So, here you are, playing matchmaker with me and Jack. Guess you really are getting better."

"You'd think I let Megatronus..."

Airi stopped suddenly and Sierra looked up when she did. Her face had changed and she was off in her own world.

"Airi?"

Airi shook herself back and pushed the memory away.

"It's alright. I'm fine, Red."

Sierra knew what happened and why Airi stopped talking suddenly. Sierra rested her head against her, hoping to comfort her.

"I'm really glad you're okay, Airi."

Airi stroked Sierra's hair with a single digit, finding it easier to forget about her encounter with Megatron.

"So am I, Sierra."

"Hey...Don't worry about, Jack. He'll come around. He's just beating himself up because he lied to you."

"I know he is. I wish he wouldn't. But that's Jack, taking the weight of the world on his shoulders."

The two sat comfortably by the corridor. Neither were bored nor tired. They were just happy to have each other. Airi had lost Sierra once, and Sierra had almost lost Airi. Just being together was enough to make the day go by easier.

::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::

Arcee and Jack sped through the desert road on the way back to Jasper. They were making good time as Jack would be left with about twenty minutes once they arrived at K.O. Burger. Airachnid was right, Jack was way too good for that place. With the extra time they still had, Arcee made the most of it and took a longer route to Jack's job, riding at an exhilarating, yet acceptable speed and allowing her partner to feel the wind of the ride.

"How ya' feeling, Jack?" She asked to him.

"This is great, Arcee." He answered. "Almost makes me forget I'm going to work."

Arcee laughed a little and kept on riding. She was enjoying the ride as much as her partner. Since the unfortunate events of the last mission, she had really begun to appreciate the time she was spending with Jack. Whenever they were together, doing their thing, she really wanted him to enjoy himself. Having fun with him, seeing him smile, just showing him a good time, it seemed to mean so much more to Arcee after what happened.

There were many reasons for this. One, Jack became really depressed while Airachnid was in stasis lock. The first two days after it all went down, he had stayed by her side until it was time to go home. Arcee had to drag him away on the third day before he drove himself crazy. She took him out of the base and rode all the way past city limits, into the next town and further. At first, Jack was quiet and withdrawn, still thinking about Airachnid. But eventually, the ride took his mind off of everything and he finally began to relax. They stayed out the whole day and made it back home before they could break his curfew. The rides they took that week kept Jack going until Airachnid finally awoke. Since then, he'd been wanting to ride more and more with Arcee, seeing how much further they could go in one day. Arcee didn't mind it at all. It meant more time with her best friend. Humans don't live long, anyway. Time together was important.

Second, their partnership had almost come to an abrupt end. In that brief moment between June taking Jack home and getting the call from Fowler, Arcee thought for a just a minute that she was no longer Jack's partner. She had never seen June so angry. Worse yet, she was angry at her. She knew that June wouldn't keep Jack away forever, they both still needed protecting. But she felt like Arcee had betrayed her with who was most precious to her and Arcee feared that she would force Optimus to assign another Autobot to watch over her son. Fowler had only called a click or two after June had left with Jack, but it felt like an eternity to Arcee. For that brief click that she thought she and Jack were through, she was hurting.

"Arcee."

Arcee came back to the present and saw that she had rode right past Jack's job.

"Sorry, Jack. Hang on."

Arcee made a u-turn and made her way back to the disgusting place of Jack's employment.

"Spaced out on me there, partner." Jack said.

"Guess I was enjoying the ride a little too much."

"Yeah, well...At least you get the leave now."

Jack had a look that said he really didn't want to be there. Arcee thought that maybe he'd want to keep on riding with her. The thought made her happy.

"We'll hit the road some more when you get out. How's that sound?" She suggested.

"Sounds like my shift is gonna feel even longer. But yeah, that sounds great."

Jack sub-spaced his helmet and got off of Arcee.

"Alright, then. See you in a few hours." She said to him.

"See ya."

"Have good day."

"Thanks, partner."

Jack was about to enter the greasy building when he turned around to look at Arcee before she could leave. He smiled at her as a final parting before going inside. He couldn't see it, but Arcee was smiling back. Once he went inside, Arcee activated Sadie, backed out, and took off. As she turned the street that led back to base, Sadie turned back to look at K.O.

"Now _my_ day feels longer." She said to herself.

As much as she was enjoying the time they were spending together, she didn't like being away from him, even for a few hours. It was strange to her when she thought about it. It wasn't like she wasn't used to it, leaving him at work and school and even at base to go on missions. She never felt this way before. But being with him so much more this last week, she had grown a little more attached to him. So now, when they were away from each other, she felt a little lonely.

"What's going with me, lately?" She asked herself.

There was an obvious answer, but she didn't think about it. It'd crossed her mind before, but she ignored it...But she still remembered how close Airachnid and Jack were before that night they encountered Megatron, how close her partner was to someone else.

That was the third reason she was spending so much time with Jack, because seeing another get closer to him had scared her. But she would never admit that, not even to herself. She'd deny it until Cybertron was regenerated. Admitting to it would mean that she was threatened and jealous...of Airachnid, of all femmes.

::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::

"So, we pulled up to see what Vince was so mad about. His car, his precious hot rod, was covered in burgers."

Airachnid laughed at Sierra's little tale of humiliation at the expense of Vince, the children's constant bully.

"I don't know who he pissed off, but they pelted his car with at least twenty big, greasy, disgusting, K.O. burgers. _And_ they shoved a whole pizza in his tailpipe."

"He must've gotten on _someone's_ bad side." Airachnid said.

"He couldn't get the smell of cheese and ketchup out of his car for a month. He was so ticked after that."

"Well, the Vince I remember was always an insufferable little fragger. From what you've told me, this one isn't any better. I'm sure he deserved what happened one way or another."

"Before I dropped from my old clique, I always ended up hanging around him and his little crew. I couldn't stand it, even then. He was always flirting with me, trying to impress me with that ugly car of his. I never liked him. I was only there because of my friends. Now that I see that they weren't really my friends, I just can't believe how much time I've wasted with them."

Airachnid looked down at Sierra, sitting next to her under the platform.

"What about now?" She asked her partner. "Do you still feel that way?"

Sierra looked up at Airachnid and smiled.

"No, I don't. Everything here feels more real than with them. You guys are my real friends. I can be myself here and not who they think a cheer captain should be."

Airachnid's protoform was still throbbing under her chassis and her back was still sensitive enough that she couldn't sit back against the hard wall behind her. But the pain was surprisingly easy to ignore as she sat and talked with Sierra. She was surprised with how quickly the teen had grown accustomed to life with the Autobots. She was glad the change wasn't too much for her. Sierra felt comfortable enough around Airachnid to trust her and talk to her. She couldn't ask for more in a partner.

The two heard Arcee's engine coming from the tunnel and Airachnid managed to stand herself up.

"You okay, Airi?" Sierra asked as Airachnid supported herself against the wall.

"I'm fine, Red. Just takes a bit of effort to stand up."

Arcee pulled in and transformed, greeting Airachnid and Sierra as she walked past them.

"Hey,'Cee." Sierra said.

"Sierra, Airachnid." She replied.

Sierra watched the femme go down the corridor, as did Airi.

"Red?"

"Yes, Airi?"

"Could you wait here for a moment? I need to speak to Arcee about something."

"Okay. Do you want me to go get her so you don't have to chase her down?"

"No, that's fine. I won't be long."

Airachnid followed Arcee down the hallway as Sierra watched her leave, wondering what she wanted to talk to Jack's partner about.

Arcee was just outside her quarters, already becoming bored and anxious.

"Arcee." She heard Airachnid call for her.

Even after all that happened, she still hadn't gotten use to hearing such a familiar voice call to her without malice. Arcee turned to see Airachnid approaching, staying close to the wall for support. She was still weak from her injuries. Even with the history between her and Airachnid's counterpart, she wished the the Autobots could've prevented what Megatron had done to her. She wouldn't wish such torment on anyone, not even the Airachnid she hated.

"Airachnid, is everything all right?"

"Everything is fine. I just wanted to talk to you." She said as she came to an uneasy stop.

Arcee became curious.

"About?"

Airachnid took a moment to steady herself against the wall.

"Can I ask a favor of you?" She asked, sheepishly.

"Okay." Arcee replied in a question like tone.

"When you go to pick up Jack later today, I take it you two are going on one your daytime rides again, right?"

Arcee suddenly felt guarded.

"Yeah...Why?"

Again, Airachnid appeared a little embarrassed to ask what she wanted.

"I...I know that when you two go out together, that's _your_ time with him. But just for today...do you mind taking Sierra with you?"

Arcee wasn't expecting Airachnid to ask that of her.

"What?"

Airachnid backpedaled quickly. It was clearly uneasy for her to ask her "not mortal enemy" to watch over her charge.

"You don't have to if you don't want to. I'm not trying to pawn my partner off on you or anything of the sort. And if you already have plans with Jack, I don't want to interfere with them."

"No, it's not that. I just...Why do want me to take Sierra for the day?"

Airachnid sighed, still keeping herself steady.

"Things...haven't been easy for her lately, given what happened."

Arcee couldn't deny the truth in that. As much as Jack worried himself sick while Airachnid was down, it was Sierra's partner who was injured. Everyone tried their best to cheer her up, but the poor teen was as worried for Airachnid as Jack was, maybe even more.

"I'm up now and she's happy that I'm okay, but she really has nothing to do but worry about me. Jack, Miko, and Rafael have you, Bulkhead, and Bumblebee, while's she's stuck here watching me drag myself from my quarters to the main hall and back again."

Arcee understood why Airachnid was asking for this favor.

"You want me to bring her with us to get her mind off you for a while." She stated.

Arcee had to laugh, albeit internally. Who would've thought that when it came to their partners, she and Airachnid had the same ideas?

"It's not only that...Dr. Ratchet is going to work on my protoform today and...it's often a painful experience. I'd prefer if Sierra wasn't here to..."

Arcee held her servo up. Airachnid didn't need to say anything else.

"I understand. I'll take Sierra and me and Jack will keep her mind off things back here. Don't worry, I'll keep her safe out there."

Airachnid smiled appreciatively, another thing Arcee found extremely odd.

"Thank you, Arcee."

"Don't mention it."

Airachnid was about to leave, but she decided to try something.

"There's something else I wanted to talk about."

Arcee turned back to Airachnid.

"Something else you can help me with."

This was all very strange to Arcee. Airachnid was becoming very trusting of her all of a sudden.

"Okay, what is it?"

She took a moment to think of her words before she began.

"Well...I'm sure you've noticed by now that Sierra has a thing for Jack."

Arcee shook her head with an amused smile.

"I think _everyone_ here knows that Sierra has a crush on Jack. She kinda' made it obvious when she ran to him the first day she was here. Well, maybe not obvious to Jack."

Both of them shared a laugh, which was beyond strange to them.

"The thing is..." Airachnid began. "Jack and Sierra had a thing for each other in my world as well."

"Really?" Arcee said in intrigue. "I always wondered about that. Is your Jack having better luck than mine?"

"Well...They were still together when I last saw them."

"Wait, what?" Arcee said in surprise.

"Yeah, they're a couple in my world."

Arcee couldn't believe it. The Jack of Airachnid's world managed to court the girl he had been crushing on since the day they met?

"They're both happy together." Airachnid said. "And I'd really like the same for them in this world as well."

Arcee looked at Airachnid in interest.

"Sierra likes Jack and I'm positive he likes her." Airachnid stated.

"He does. I know he does, even if he pretends he's over her."

"I want to see them together...and I could use your help to make it happen."

This was something Arcee could never have imagined, that the doppelganger of her sworn enemy was asking for her help to bring her partner together with the girl he had feelings for.

"Why do you need my help?"

"In my world, Sierra...She was much more forward when it came to Jack. But that's only because she became a part our team much earlier. The Sierra we know is still new to all this and is holding back because of it. We both know Jack and how shy he can be. The two of them need a little push if they're going to get anywhere."

Arcee thought for a moment and she realized that Airachnid was right. Jack always seemed to fumble his words whenever he tried to pursue Sierra in the past and Sierra always appeared bashful herself. The thought of them being together had crossed Arcee's mind after Sierra became a member of Team Prime, but she never thought either would make a meaningful move. She knew how Jack felt about her and she always wished the best for him in pursuit of his crush. She wanted him to be happy and Sierra was still able to raise his heart rate just by being there.

"So, you push Sierra and I push Jack, is that what you have in mind?"

"It worked with me and Starscream."

Another thing Arcee wasn't used to, but she ignored it for now.

"It'd be nice for Jack to finally have deeper connection with another human femme besides his mother. He's wanted this for a long time now. And you say they're happy in your world?"

"Last I checked."

Airachnid didn't feel great about lying about Jack and Sierra. They _were_ happy, until...

"I'll do what I can on my end. I mean, I'm no matchmaker, but I guess I can take the two of them out for a spin every once and a while.

Airachnid seemed pleased with that.

"Although, I guess that would make me a third wheel."

Airachnid chuckled a little.

"You get used to it after a while. Thank you, Arcee."

As weird as this whole conversation was to Arcee, she was happy to go along with Airachnid's plan.

"Still can't believe they actually went for it in your world." Arcee said. "Never knew Jack had it in him. He finally got his girl."

"Well, Sierra actually made the first move on Jack. Like I said, she was the forward one."

"Is that so? That's kind of a let down. I was hoping he meched up and just went for it."

"Sorry to disappoint. Our Jack's are just too shy for their own good." Airachnid said.

For some reason, Arcee felt a way about how she said that and she knew her face changed when she felt it.

"Is something wrong, Arcee?"

"Huh?"

Arcee fixed her expression and snapped out of it.

"You seemed like you remembered something just now."

"It's nothing."

"Oh...Well, I should get back to Sierra. Thanks again, Arcee."

Arcee smiled and watched her leave. When she was out of sight, she went into her quarters.

'Our Jacks.' Arcee thought.

Why did that get to her when she said it? She was only referring to her Jack and Arcee's together, but for some reason, she felt like Airachnid was speaking of both Jack's as her own. It was stupid and Arcee knew it. But she couldn't help it. Why was she being so possessive, so insecure about her partner?

"Let it go, Arcee." She said to herself.

But she couldn't let it go. "Our Jacks", those two words kept bothering her, almost as much as Airachnid and Jack saying "I love you" to one another.

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After what felt longer than four hours, it was finally time to pick up Jack from his job. Arcee went into the main hall, ready to transform and roll out. She saw Airachnid and Ratchet discussing something in private by the console. She hadn't forgotten her little internal irk from her earlier conversation with Airachnid. She really wanted to get Jack and just ride to her spark's content and forget all about the end of that conversation.

"Gonna go pick up Jack?" She heard Sierra say from below.

She looked down and saw Jack's crush at her pedes.

"Yeah, his shift is just about over. Don't know if we're coming back here, though."

"I figured. You two really like to cruise around, huh?"

Arcee smiled at the thought of her and her partner riding wherever. Then she remembered the favor Airachnid asked of her. She didn't mind bringing Sierra with her to get Jack. She stilled owed him one after she, what did Miko call it again, "rooster blocked" or something?

"What are you doing right now, Sierra?" Arcee asked.

Sierra thought for a second, but then she seemed like she was not looking forward to whatever she had planned. She sighed before she answered.

"I think Ratchet's gonna work on Airi's injuries in a few minutes. I'm gonna have to find something to distract myself from how much that's probably gonna hurt. And I have to do it here and stay out of the hallway so I don't accidentally hear what's going on. So yeah, I have that to look forward to."

Just like Jack, Sierra looked very concerned. But that made more sense, since Airachnid was her guardian. Seeing up close why Airachnid wanted her out of the base for a little while, Arcee did what she asked of her. She took Jack's helmet out of her subspace and offered it to Sierra.

"Wanna come with me?" She asked.

Suddenly realizing why Airachnid really called her Red, as her face flushed with the namesake, Sierra was clearly caught by surprise. She took Jack's helmet and looked at it while she processed what Arcee was offering to her. She was interested, that much was obvious to Arcee. But then...

"I can't, Arcee...I gotta stay here, ya know...for Airi."

Of course, "Airi" was already behind her.

"If you don't want me to share with Jack every embarrassing secret you've told me, you had better get on the two-wheeler and go with her."

Sierra looked up at Airi is surprise. But she was also uncertain about what she and Arcee were asking.

"I can't ditch you like that, Airi. We're partners, aren't we?"

"Yes, we are, Red. But you've been in the silo all week with nothing to do. Come now, you must be bored."

"I've been talking to you all day. That wasn't boring."

Sierra wanted to go with Arcee to pick up Jack, but it felt wrong to leave Airi when she was probably going to need a friend the most. Airi knelt down and put her servo to Sierra's shoulder.

"Look, we both know the next few hours aren't going to be kind to me. And I truly appreciate that you want to be there after it's over. But I don't want you to worry about me. I'd feel a lot better knowing you're out there having fun instead of sitting here, thinking about what's going on. Don't hold back because of me. Go out, ride with Arcee, hang out with Jack, and have some fun. I'll be here when you get back."

Sierra looked away for a moment, but looked back and placed her hand on Airachnid's servo.

"Are you sure, Airi?"

"I'm sure, Red. Please, do this for me."

Sierra looked down and hugged Airi as best she could. Airi returned it the same way. Arcee had to smile at seeing the two of them so close. But then she wondered if Airachnid was ever that close with her own Jack and that made her want to leave already. Sierra pulled away and looked up into Airi's optics.

"I'll try not to worry too much."

"Thank you, Sierra. Don't worry, Ratchet won't kill me, I promise."

There was a time where that statement could never be remotely true. So much has changed since her encounter in that cave. Sierra managed to force herself away from her partner and walk towards Arcee. Airachnid silently thanked her with a smile, to which Arcee nodded back to her. She was happy to help her out with this. Even with these mixed feelings she had been dealing with, she was okay with Airachnid and really wanted to make things easier for her.

Arcee transformed as Sierra put on Jack's helmet. Arcee revved her engine and prepared to take off.

"Hope you're ready for this, Sierra. Just so you know, those other times you rode with us, I wasn't going nearly as fast as normally do."

"Thanks for inviting me, Arcee."

"You looked like you needed it. Don't worry about Airachnid. She's in good hands."

"I know."

"Well then, let's get going. Don't wanna keep Jack waiting."

Arcee hit the throttle and burned rubber right through the tunnel. She resisted the urge to pop a wheelie, not knowing if Sierra would hold on. Airachnid laughed as she heard Sierra's sudden yell fade into the tunnel and disappear.

"Airachnid." She heard the medic behind her. "We should get started."

Airachnid faced the medic and sighed, not looking forward the the rest of her night.

"If you say so, Doctor."

The two of left the main hall and into the corridor, Ratchet keeping his pace slow enough for Airachnid not to fall behind. As they entered the doorway, Airachnid looked back at the tunnel, hoping Sierra enjoyed her evening far more than she wasn't going to.

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An after work rush, another unpaid drive-off, and way too many customers asking about some szechuan sauce they didn't even serve, Jack was ready to leave this place and forget it ever existed, at least until after school tomorrow.

"This place is crushing my soul." He said to himself as he punched his time card.

Jack left the greasy circle of hell, expecting to see Arcee waiting for him. He had been looking forward to their next ride for the last four hours and he needed one after the day he had. But when he looked at her usual parking space, he was surprised to see she wasn't alone.

"Sierra?"

"Hey, Jack. Rough day?"

Jack walked up to Arcee and her current rider.

"Hey, wasn't expecting to see you."

Arcee took it from there.

"I figured she could use some time away from the base. She's been there pretty much all week."

"I guess you _have_ been kinda grounded with..." Jack began.

He stopped from bringing up the unfortunate elephant in the room. It wasn't quick enough, as Sierra seemed to remember what she was riding with Arcee to take her mind off of in the first place.

"Jack?" Arcee began.

"Yeah?"

"Why don't we take Sierra with us." She suggested.

Both Jack and Sierra were surprised at the suggestion and perked up when they heard it.

"Wait, what?" Sierra questioned quickly.

"C'mon, no point in going back to base just to leave again. Besides, what did you think Airachnid meant when she said to have fun with us, to just come here and go back?"

Sierra honestly didn't expect to spend the rest of the evening with Jack and the thought of it made her heart beat a little faster. This was the chance she had been waiting for, a chance to get closer to Jack. Even though Arcee was there, she'd still have some one on one time with the boy she was more than interested in. Plus, she'd be riding with him, holding on to him, pressed close against him.

"You okay there, Sierra?" Arcee asked.

"Huh?"

"You're kind of heating up. You're not feeling feverish, are you?"

Sierra could only imagine how red she seemed right now. She snapped herself out of it and focused on the present. Arcee knew exactly why Sierra was so flustered and found the whole thing cute. Airachnid must have a lot of fun teasing her.

"You're okay with this, Arcee?" Jack asked, looking a little flustered himself.

"I've given Sierra rides with you before. She's a lot more pleasant to ride with than Miko."

"And what about Airachnid?" He asked. "Is she okay with this?"

Jack was really asking if she was okay by herself with no one to talk to. Arcee and Sierra didn't want to worry Jack by telling them she was being worked on at the moment.

"She was the one who convinced Sierra to come along." Arcee explained.

Sierra then realized what Airachnid was doing...and smiled.

'Thanks, Airi.' She thought.

"Well, I mean if you're okay with it, 'Cee..." Jack began.

"Come on, partner, time's a wastin'." Arcee said as she revved her engine. "We doing this, or what?"

Jack thought for a moment and then looked to Sierra. She smiled at him, showing that she was happy to be there with them. She held out his helmet for him to take. Even though he was worried about Airachnid, he decided that she'd be happy for the two of them. Sierra would get her mind off of everything, while he got to spend time with the girl he liked. She'd want him to enjoy what was happening.

Jack smiled back at Sierra, took the helmet, and got on Arcee as Sierra scooted back for him. He tensed up as she leaned forward to hold onto him, pulling herself much closer than she had in the past. He took a deep breath to keep his hormones in check. He fastened his helmet and looked down at the emblem of Arcee's tank. She was glad that this was happening right now. She was happy to make Jack happy.

"We made it all the way to Indian Hills last time." She said. "Let's see if we can go further."

"Whenever you're ready, partner."

Arcee pulled out of the parking lot and the three of them were off on the short, but sweet, journey.

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The sun had gone down, but the trio were far from ready to turn back. Arcee had stayed close this time around, instead choosing to ride through the desert with her two passengers. His mother would kill him if she ever knew, but Jack had to take his helmet off to feel the wind in his hair. As Arcee made hard turn and rode at her top speed, the teen had forgotten all about his crappy day and loved every second of his life right now. Then, he felt his passenger pull herself closer. He'd never thought that this would be happening, but he didn't want it to end. He was doing what he loved, riding with his best friend and the girl of his dreams. Aside from trying his hardest to ignore to medium sized mounds of flesh pressing against his back, the night was perfect.

Sierra felt the exact same way. Arcee wasn't kidding when she said she hadn't been at her top speed the last time she gave Sierra a ride. The femme was clearly showing off, but Sierra was exhilarated nonetheless. The only thing she thought that could possibly compare to it was being able to fly herself. Sierra was having a blast. The best part, she was sharing this moment with Jack. She was truly grateful to Airachnid for convincing her to go with Arcee. This was a dream come true for her and she didn't want the night to end.

Arcee came to a sudden stop.

"What's up, Arcee?" Jack asked.

"Sierra?" Arcee called.

"Yes?"

"Hang on tight, okay."

"Arcee." Jack cautiously began. "What are you gonna do?"

"I'm gonna show you guys something cool."

Jack and Sierra looked at one another and decided to just go with whatever Arcee wanted. Sierra did as suggested and held Jack as tightly as she could.

"You ready?" Arcee asked.

"Ready when you are, Arcee." Jack answered.

Arcee hit her top speed and began speeding towards nothing in particular. Sierra made sure to keep her hold secure, but she didn't understand what was so different than before that she had to hold on tighter. Arcee then popped a wheelie, nearly catching the two off guard. Sierra yelped, but held Jack as she was told. Arcee seemed to go even faster. Sierra kept her eyes closed at first, but she opened them and felt the speed pick up.

"Uh, Arcee?" Jack questioned.

Sierra then noticed that they were coming up on another messa, like the one the base was built into. Only, she wasn't slowing down as she got closer.

"'What are you doing?" Jack asked, nervously.

"Hang on, you two. Don't let go."

"What's she gonna do, Jack?" Sierra asked, just as nervously.

Arcee came up the the messa and popped another wheelie. To both their shock, she began riding up the side of it with no trouble at all, even with the extra weight. Jack was surprised to see Arcee able to do this with two passengers and was quite impressed. Sierra, on the other hand, was in awe.

"Holy crap." She said is shock. "This isn't happening."

"Are you alright, Sierra?" Jack asked.

Sierra was looking at the ground behind her and turned back to Jack.

"This is the coolest thing that's ever happened to me."

"Wait 'till we get to the top." Arcee said.

Sure enough, they made it to the flat surface of the top of the messa, but Arcee didn't slow down. She kept on riding at her fastest from one side of the messa to the other. She was rapidly coming up on the edge and Jack was a little more nervous about whatever she was about to do.

"Arcee, I don't think you can pull that off going down." He warned in worry. "I think we're more likely to go over."

But Arcee didn't slow, not even when she came to the edge. Instead, she came to a screeching stop, lifting her back tire off the ground and and rotating the bike a little before landing back. Once the bike was stopped in a cloud of dust, Sierra and Jack caught their breaths and let what just happened settle with them.

"Jack?" Sierra said calmly as she let go of him. "That was awesome. That was front row seat to a concert with Freddie Mercury and David Bowie back from the dead awesome."

"I know of one of those humans." Arcee stated.

Sierra was still high on the rush she just went through.

"You okay, Sierra?" Jack asked.

"Yeah, just...coming down from the adrenaline...whoo."

"Yeah, first time Arcee went all out with me on board, I pretty much had the same reaction."

Sierra calmed herself down and looked up. Then she became mesmerized by what she saw.

"Whoa." She said in awe.

Jack looked up to see what got such a reaction, only to react the same.

"Whoa." He said almost the same way.

The sky was beautiful, filled as far as they could see with bright stars. They were so far out in the desert, that they looked brighter than even coming from the base. And because they were at the top of a high messa, they looked close enough to reach out and touch.

"This is what you wanted to show us, Arcee?" Sierra asked.

"Thought you might like to see it for yourselves. You've never been out this far in the desert at this time of night. I really wanted to see the look on your faces."

"It's beautiful." Sierra said.

"One of the few things Earth has that Cybertron didn't, a view like this. Can't see stars like this on my world, too many lights. Well...maybe not anymore."

Jack looked down at Arcee, appreciation very visible.

"Thanks for bringing us here, Arcee."

Arcee didn't respond. She wanted to be as quiet as possible. So quiet that they would forget she was there as they got closer. When Sierra absently wrapped her arms around Jack's waist, Arcee saw that it was working.

Sierra didn't realize what she was doing and Jack didn't seem to notice either. He did notice, however, when Sierra rested her chin on his shoulder and pretty much rested herself against his back. Again, it didn't register to her how close she was, but Jack was very aware of it. He tried his best to keep his cool and succeeded for the most part. Arcee, however, could sense his heart rate accelerating and felt his temperature rising.

Jack felt a little rumble from Arcee, which he suspected was her suppressing a laugh. She knew what she was doing, and he couldn't have been more grateful. Jack submitted for now and let himself lean back into Sierra's embrace. They sat there for about a minute before she finally realized what she was doing. She pulled away quickly.

"Sorry, Jack." She said. "I didn't mean to..."

"It's okay." Jack fumbled over her.

"I wasn't trying to..."

The two of them were tripping over their words when Arcee decided poke some fun at them.

"Should I leave you two alone?" She asked.

"What?" They asked at the same time.

"Just say the word and I'll take a hike for a few minutes."

Again, they tripped over their overlapping responses, which Arcee found very funny. Unfortunately, it was a school night and that meant this trip had to come to an end.

"Hate to break it to you guys, but we should start heading back."

But the two blushing teens were too flustered from earlier to make any complaint about leaving.

"Y-yeah, good idea." Jack said.

"It _is_ getting late." Sierra nervously agreed.

Arcee laughed a little, happy that they managed to get a little closer, even if they backpedaled at the end. Jack didn't put his helmet back on, so Arcee could see his face. He was smiling, trying his best to hide it, but he was as happy as can be. Sierra was smiling and blushing too, though she wasn't trying to hide as she was behind Jack where he couldn't see her.

'Am I your wingman or what, partner?' She thought to herself as she readied to drive back down the messa.

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The ride back to base was quiet. Arcee could feel the energy going back and forth between Jack and Sierra and the tension of them both trying to ignore it. She was going to tease Jack about this endlessly when when they were alone later.

They pulled in through the tunnel and both of them got off, letting Arcee transform. As they stood there, each trying to think of something to say to one another, they awkwardly spoke at the same time and stopped suddenly.

"I should...go check on Airi." Sierra said.

"Yeah-yeah." Jack quickly agreed.

She didn't walk away for a few seconds, shuffling nervously before finally leaving in a hurry. As she left, Arcee could see her trying to hide her face. She saw how red it became before she turned away. Jack watched her leave, still coming to grips with the night he had. He then looked up to Arcee, who stood there smiling down at him.

"W-What're you lookin' at?" Jack said defensively.

"I'm lookin' at you." She responded smugly.

"Well, knock it off."

"No."

"What happened back there wasn't what you were thinking."

"Sure looked like what I was thinking."

"Get your mind out the gutter, Arcee."

"I could say the same to you, pal."

"What?"

"She was hugged up awfully close to you. And I know all about the human male's attraction to the mammaries of a female."

"Don't even go there, Arcee."

"Boys like you seem to appreciate them, especially when they're the size of Sierra's."

"For Primus sake." Jack said as his embarrassment rose.

"And they were pressing against your back the whole ride."

"I swear, Arcee."

"Don't think I didn't feel your lower garments tighten."

"Oh my God!" Jack shouted in mortification as he walked away.

Arcee found herself having even more fun than when she was riding.

"You're a naughty, naughty boy, Jack."

Jack turned back around redder than Sierra ever was.

"Stop, stop that!"

"What would Sierra think if she found out how perverted you really were?"

"Not a word to Sierra. Not. A. Word."

Arcee was trying really hard not to laugh at this whole thing.

"My little Jack is growing up."

"Stop talking like that. It's _so_ weird coming from you."

"Should I go out and buy you a box of, what were they called again?...Condos? Condors? No, those are birds."

"This isn't happening. This is **not** happening right now."

"What? June's too young to be a grandmother."

"I am **not** having the conversation with you."

"You're right. This is a talk you really should be having with your mother. I'll call her right now."

"Arcee, no!"

Arcee pretended to be call June from her comms.

"Hey, June, it's Arcee. Just thought you'd like to know what your son's been up to all night."

"Are you trying to get me killed?!"

Arcee spent the next fifteen minutes torturing Jack and having an absolute ball while doing it, exactly the same way Airi used to have fun tormenting her own Jack.

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Sierra walked the hallways, unsure if Airi would be in her quarters or the "private" operating station where Ratchet would work on her. She'd hope for the former and not the latter. Deciding to head to her quarters first, Sierra stopped to get a hold of herself. She could still feel the red in her cheeks and knew that Airachnid would waste no chance to tease her. She could be very merciless when it came to Sierra and her feelings for Jack. She leaned against the wall and lightly slapped her cheeks, thinking that would somehow release the blood flushing her face. She took several deep breaths and waited until it felt like the heat from her cheeks had finally gone down. After she readjusted herself. She proceeded to head for Airi's room. As she got closer, she saw Ratchet walking in the opposite direction. He stopped when he saw her.

"You're back." He said as if he didn't expect it.

"Almost time to call it a night, doctor."

Hanging out with Airi put her in the habit of referring to Ratchet by his title instead of his name, something he seemed to appreciate.

"Oh, well...Smokescreen should be back soon to take you home."

Sierra could see that Ratchet was off about something. It took a second or two before she figured what it might be.

"Doctor Ratchet?"

The doctor looked at her.

"Is Airi in her room?"

"She is..."

He was hesitant to speak and that made Sierra worried.

"Did something happen?" She asked before growing concerned. "Is she alright, Doctor?"

Ratchet fixed his mouth to lie instinctively, but stopped and decided to be upfront with Sierra out of respect for Airachnid.

"Physically, yes..."

Sierra waited for a moment for Ratchet to continue.

"So, what's wrong?"

"There was...a moment while I was working on her back. Those _are_ her most painful injuries."

"What kind of moment?"

Sierra almost didn't want an answer.

"I'm not sure...I began treating her and then she suddenly...panicked."

Sierra pulled back in confusion but she was also very worried.

"Panicked, how?"

"She...cried out and quickly moved to the other side of the room. When she looked at me...she was terrified."

Sierra's eyes became wide and she looked behind Ratchet, down the hall where her room wasn't too far down. She went to go past him, but he stopped her.

"Sierra, please wait."

"I need to see her."

"I understand but...I don't think it's wise for her to see you."

"What?" Sierra asked back in an offended tone.

"She asked to be left alone...I don't think she wishes for anyone to see her as she is now."

Sierra was hurt to hear that, Airachnid not wanting anyone to see her. But as much as she wanted to respect her wishes, she couldn't leave the base without seeing if she was alright.

"I won't let her see me...Please, Doctor Ratchet. Can I just make sure she's alright?"

Ratchet was caught between his sympathy between these two femmes. He didn't want Sierra to worry but he also wanted to allow Airachnid to hide whatever pain she was going through as she wished. Unfortunately for Airachnid, he couldn't say no to Sierra.

"Make _sure_ you aren't seen, please. I don't want to upset her anymore than she already is."

Sierra nodded her head and looked back down the hall. She kept going as Ratchet stayed where he stood. He knew she would return far less happier than she was just moments ago.

Sierra was just outside of Airachnid's quarters, leaning against the wall where she couldn't be seen. She was afraid to look inside and see Airi in any kind of pain. But if she didn't at least know what was wrong, she wouldn't be able to think about anything until she came back tomorrow. She braced herself and peeked over the edge of the doorway as quietly as she could.

It took a second to make anything out. Airi's room would've been pitch black were it not for the lights of the hall. For a second, she wondered if Airi had left her room. Then she made out a shape on the far left side. Airi's frame was so dark, she had to squint and adjust to make out that she was sitting on her berth. She had her optics closed. When she opened them, the purple light allowed her to see much better in her room. But she saw very clearly how upset she was.

Airi sat on her berth with a thousand yard stare at nothing on the ground. Her optics were very sad and her mouth was quivering as if she was trying not to cry. The way she was hunched over with her arm across her midsection showed that she was still in pain from Ratchet working on her. But she held out her servo, flexing her digits as if it were a nervous habit. When she stopped moving them, Sierra saw that her servo was shaking a lot. She wasn't just in pain, she was scared. But why? What happened?

Airachnid closed her optics again and shook her head suddenly, seemingly trying to block something out.

"Mm-mm, mm-mm." She said to herself nervously. "No, don't...Don't do that."

Sierra was now worried _and_ confused.

"Stop it, Airachnid...Don't...Don't put them together."

Airachnid was struggling to keep herself in check.

"Don't think of them like they're the same. That wasn't Megatronus...That was Megatron."

Sierra felt her hear drop when she realized what was wrong.

"Megatronus Prime would've never done that...Primes do not do things like that. He would never...he would never...He would never hurt me."

She said that, but the way she mimicked shaky breath as if she were human, Sierra saw that she was struggling to keep the Prime of her world and Megatron of this separate.

Airachnid lowered her head and continued to shiver as she struggled through the trauma she was suffering from. Sierra so badly wanted to go in there and say something, or even just to hug her. But she knew that if Airachnid knew Sierra had seen her in this state, it'd only make things worse. Sierra had to try and keep from crying, knowing Airachnid would hear her. She quietly walked away from her guardian's quarters, biting her lip as tears rolled down her face. It really hurt to be unable to help a friend when they needed it.

Ratchet saw Sierra approaching and could already see how upset she was. She walked past him without saying a word.

"Sierra." He called to her softly.

She stopped, but didn't turn around.

"I'm doing everything I can...But I can only fix her physically. The other part, she needs you for that. I know can help her get through this."

Sierra wiped her face and understood what Ratchet was asking. It did lift her a little to know that he cared as much as she did. But still, having to walk away and leave things as they were...it hurt like nothing else. Ratchet watched as Sierra left for the main hall, hoping she'd be able to help Airachnid when she came back tomorrow.

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"Look, I said I was sorry." Smokescreen said as Arcee reprimanded him.

"Sorry doesn't cut it, Smokescreen. You're in charge of Sierra while Airachnid's down. That means getting her to school, to base, and home safely and _on time_."

"It won't happen again."

"It better not, rookie. Show up late again and I'll make _sure_ Optimus sticks you on inventory for a whole vorn."

"No, Sir. I'll be on time, I promise."

Sierra walked up behind the two Autobots and Jack.

"Smokescreen?" She said weakly.

They all turned to her, Arcee and Jack hearing something wrong in her voice immediately.

"Hey, Kid. Sorry, I'm late." Smokescreen sheepishly greeted.

Sierra didn't seem to care about that, but Jack could see that she had been crying and it wasn't hard to figure out why.

"Can you take me home?" She asked the rookie Autobot.

"Yeah, yeah, sure thing."

Smokescreen transformed and opened his driver door.

"Hop on in, Big Red."

Sierra didn't say anything and began to walk, but Jack stopped her.

"Sierra." He said.

She looked to him and he saw how upset she really was.

"What happened?" He asked.

"You're coming tomorrow, right?"

Jack was confused.

"Of course."

Sierra looked like she wanted to cry again and then she suddenly hugged Jack out of nowhere. For a second, he was stunned, but he had a good idea of why she was acting this way and could not enjoy such an act of affection.

"Airi really needs our help, Jack."

Confirming what he was afraid of, Jack became silent.

"You have to stop avoiding her...She's in a lot of pain."

From her point of view, Arcee read the look of unwillingness in Jack's face. Sierra pulled away before he could respond in any way and got into Smokescreen. Before he drove off, both she and Jack saw her bury her face in her hands and begin to cry. Arcee looked to Jack who stood with his head down. The great time he had with Sierra was completely forgotten and she was upset about that. But this time, she didn't let her hang ups cloud her judgement.

"You wanna go see her, Jack?" She asked.

Jack drew a long, shaky, breath and didn't look up.

"I..."

He wanted too, but in Jack's mind, he lied to Airachnid and he felt that played a big part in what happened. Everything Arcee had said to him that night fell on deaf ears and he felt everything that happened to Airi was his fault...And he couldn't face her, not tonight.

"We should go home...I don't wanna test my luck with Mom."

"Jack." Arcee said.

"Please, Arcee...Let's just go."

For the first time since she arrived, Arcee wanted Jack to see Airachnid, but she would never force him to do something he wasn't ready for. The two of them left the base and rode back home in silence. Jack hid it well. With his helmet, Arcee couldn't see the few tears he couldn't stop. But the hitches in his breathing told more than the tears he held in.

They had made it home just minutes before his curfew and June was waiting for them both. They were met with the mother's stern look, but the moment Jack removed his helmet, any fight June had in her had disappeared.

"Jack?"

He placed his helmet on the desk, kissed her goodnight, and went into the house, all without saying a word.

"Arcee, what happened?" She asked as she looked to the femme.

"Do you really want to know?"

"Of course, I do. My son is upset, tell me why."

"It's about Airachnid."

June didn't respond, never considering that she could be the reason since she had woken up from her "stasis lock". She knew that she hadn't done anything to Jack, which could only mean that something had happening to her. Unfortunately, she didn't wish to hear what it was...This made her feel horrible.

When she went in the house, she heard her son crying in his room. She didn't peek through the crack, but she heard him talking to himself.

"Some friend you are, Jack. She needed you and you couldn't even see if she was okay...Way to be like your Dad, running out on family."

June didn't want to hear anymore...She couldn't listen to her son beat himself up like this. She wished to help him, but she felt that maybe she wasn't the one he wanted to hear from, considering her issues with "Airi". She walked away from his door and into her room.

"I'm sorry, Jackson."

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 _"Tell me, when you look at me, do you see a strong and true Prime?...I would like to believe I was."_

 _Airachnid and Knockout turned to their Prime, sitting up against a large rock, beaten and weak, staring at his own servos._

 _They had all just barely escaped an assault by the Decepticons. Dreadwing and Shockwave didn't make it, but they bought them the time they needed to get away. But Airachnid and Knockout had to drag Megatronus away. He didn't want to leave two of his Autobots. Now they're dead and it was just the three of them left. They're spirits were waning and hope was on its last breath. Megatronus Prime, he had lost so much, and failed so many in his own optics. His spirit was thin and both Airachnid and Knockout could see it._

 _"Cybertron, its people, Earth, the humans,_ our _humans, our team, our family, Primus himself, the very title of Prime...I have failed all of them...I could not protect them. I let the Decepticons destroy them all. I am...no Prime."_

 _Airachnid saw it in his optics, so did Knockout._

 _"Sir." Knockout began. "We have to keep moving. Optimus and his followers are still coming. They'll be here soon."_

 _Megatronus hadn't looked away from his servos._

 _"Yes, they will...You two need to go." He said._

 _Airachnid's optics widened, but Knockout spoke first._

 _"Megatronus, you can't!"_

 _"I will stay...Optimus will not follow you before he finishes with me. I will hold him as long as I can."_

 _"He'll kill you." Knockout replied._

 _"...He will kill me...Just as the others...A strong and true Prime...that is...what I thought I was."_

 _"Sir...please." Knockout pleaded._

 _Airachnid wanted to plead herself, to beg Megatronus to keep going with them...But she saw it as plain as day. He was broken, defeated, finished. Airachnid could say nothing to change this. She walked up to him and embraced him._

 _"You_ are _a strong and true Prime." Was what she said to him._

 _She released him and stepped back to look at him once more. He pulled himself from against the rock and drew his sword from his back. His shield had been shattered and left behind, but then, he was ready to die anyway._

 _In the distance, Airachnid and Knockout heard the approaching Decepticon horde. The Prime stood in front of them with his back to them, his sword at the ready. He turned his head, just enough to for them to see his blue optics._

 _"Go now, my friends."_

 _Airachnid grabbed Knockout's arm and managed to pull him away. The two reluctantly transformed and drove off, leaving the Prime to his fate. That was that last time they would see him._

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Of all the memories Airachnid held of Megatronus Prime, this was the one she could remember so clearly, her most painful memory of her Prime. But now, it was the only memory strong enough to erase the image of the warlord who had done this to her. It was the only way to hold on to Megatronus and forget Lord Megatron.

Primus may have had a sense of humor, but he could also be cruel when he wanted to.

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 **So...Where have I been?...Well...Here's how it happened.**  
 **For those of you might've missed it, a hurricane came through Florida a few weeks ago. It knocked my power out, but that was only for about two weeks. Where was I the rest of the time? Well...At some point during the hurricane, a piece of debri broke my window which my computer desk (hence, my laptop) was just right next to. Long story short, my computer got soaked and I had to save up to get a new laptop and pull the files from the one that got ruined, which included half this story. That took some time since the days I didn't work because of the hurricane really put me in the red.**  
 **This was a long wait guys, I know and I'm really sorry. But this time, it was out of my hands. Sometimes, I really hate Florida. Thanks for being patient with me and I hope you enjoy my extremely long chapter this time around. Yeah, I might've made it too long.**  
 **So, coming off the heals of Airachnid waking up, we focus on Jack and Sierra. You've probably noticed by now that I like to build up really nice moments between characters before pulling out the rug at the end and that's why we didn't focus so much on Airachnid until the very end.**  
 **Jack and Sierra are getting closer, Arcee and Airi's relationship took a major step and they are willing to help each other with their charges, and Arcee's in on Airi's matchmaking scheme. And and it seems like Airi and Bumblebee have a little wager going on with Rafael as the prize. We'll see more of that in future chapters.**  
 **Now, what's going on with Arcee? As we saw in the previous chapter, she's feeling a little insecure about Jack and Airi becoming closer than she is with Jack and she's really taking advantage of all the time they're spending together. Now, I don't Arcee to come off as like a girlfriend marking her territory against another woman, but rather, someone who's trying to appreciate a good friend at the fear of losing him. Jack, on the other hand, is still letting his guilt get the better of him when Airachnid needs him the most.**  
 **As for Airi, her psychological recovery isn't going to happen alongside her physical. She's going to have to really confront her old demons if she's going to slay this new one and that means having to reveal the truth to either Jack or Sierra at some point.**  
 **We also got another look at Airi's past, and at Megatronus Prime's last stand. That scene was my little homage to the Rock Biter in The Neverending Story. I really loved that part in the film, even if it did break my heart. It is kinda cruel that the worst memory she has of Megatronus is the only thing she can use to put against her memory of Megatronus butchering her. Am I a sadist?...(Remembering Jack's eye in Old Nightmare) Yeeeeaaaahhhh, I think I might be.**  
 **Anyway, I'm babababababababack baby! And I'm ready to jump back in. From the recent reviews of Old Nightmare, I got a lot of readers waiting for the next chapter of that story. Just wait a little longer, friends. I'm gonna get another chapter of The Sad Man up and then it's back to my TFP/RE crossover. Thanks for being patient and I'll be back this time.**


	17. Chapter 17

Megatron stood up on the platform that overlooked the great hive of Insecticons. As they had been since the death of Hardshell, his minions remained in stasis, awaiting his command. They also remained loyal to him and not to Airachnid.

Questions remained unanswered for the warlord, each more infuriating than the last. None of it made sense to him. What was the meaning behind Airachnid's sudden reform? How did she convince Optimus and his Autobots that her "redemption" was genuine? Why hadn't she taken back control of her hive? And why was she going so far to play this character that none of the Decepticons believed for a nano-click? What game was she playing?

All these questions threatened to drive the Decepticon into madness and he wanted those answers along with Airachnid's energon on his sword. Having enough of this contemplation, Megatron took one last look at his hive and left before he could wake any of them up. He would get his answers, one way or another. And whatever Airachnid was up to wouldn't matter once he extinguished her spark.

Megatron shut the door to his Hive behind him and was met with Soundwave just outside.

"What is it, Soundwave?" He asked.

His spymaster responded by playing back a recording of a recent message from off world.

:: _I am currently stationed on Cyber-Colony Macross on planet 3-9. It is imperative that I speak with Lord Megatron face to face. He will wish to see what I have uncovered_ ::

Megatron was intrigued with the recognition of the voice.

"That was Shockwave's voice...So, he is still alive."

Soundwave brought up the image of Shockwave's coordinates on his visor for Megatron to see. He was not close by any means to planet Earth. The distance would require no small amount of energon.

"Planet 3-9...That's quite to distance he expects me to travel. But I know Shockwave. If he is contacting me now, after all this time, then he must surely have something of great importance."

Megatron pondered for a moment. This thing with Airachnid was still gnawing at him, but he was curious as to why Shockwave would suddenly contact him.

"Soundwave, set a course for the Washu galaxy. We will make a space bridge transport there. Whatever the reason Shockwave has reached out to us cannot be ignored. But we cannot afford to spare the energon to make such a jump. Quickly, now. We leave immediately."

Soundwave nodded in obedience and did as he was commanded. This served as a good distraction for Megatron's current frustrations. Shockwave had always been a mad genius with a mind for greatness. Perhaps he was working on some new project that would aid the Decepticons in the war against the Autobots. He had been the mind behind some of Megatron's greatest victories. Perhaps there was another one on the horizon for him.

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Jack was quiet again. He was quiet the night before as well. Arcee knew what the reason was. He was still thinking about Airachnid. They were almost halfway to school and the teen hadn't even been looking at the road. He was already lost in his own head.

"Jack." Arcee called suddenly.

"Huh?" He replied.

"Eyes on the road, partner. I may be the one in control, but you have to at least look like your driving me, not the other way around."

"Oh, sorry Arcee."

Jack put his face forward and made sure to look like he was actually riding. But Arcee could see his eyes and they were still somewhere other than the road. He had been like this since last night, after they had gotten back. Arcee was still unhappy about that. She had made Jack so happy by bringing along Sierra and it was all dashed when they returned to base.

Despite her strange feelings towards her partner and Airachnid, which she was still denying insistently, she was worried about Airachnid herself. The fact was, her being in some kind of trouble worried her partner and that worried Arcee. Whatever her hang ups were, she hoped that the second femme of the Autobots would be okay.

The two arrived at Jack's school and Arcee was bummed to see him go without much of a conversation.

"Work then base, right partner?" Arcee asked.

Jack was still thinking about something else before he realized the question and thought about it.

"You think maybe I should call in again?" He asked.

"No." Arcee answered sternly. "You've missed enough work over the last two weeks. Don't push your luck."

But Jack was still back at the base with the injured Airachnid and the upset Sierra. Sure enough, Bulkhead, Bumblebee, and Smokescreen pulled up with Miko, Rafael, and Sierra. Jack watched as they left their guardian's alts and bid them farewell. They didn't seem to notice Jack, especially Sierra. She seemed as lost in thought as Jack was and twice as melancholy.

"Jack?" Arcee called.

"Huh?"

"Go on. Sierra needs a friend right now. I'll see you after school, okay?"

Jack drew a deep breath and sighed. His worries weren't going away, as Arcee could tell.

"Alright, see you later, Partner."

Being called that made Arcee feel better about this morning. She sub-spaced his helmet and waited for him to catch up to Sierra as the two of them entered the building. She didn't move or activate Sadie once they were gone, too focused on the school.

"You comin', Arcee?" Bulkhead asked as he pulled up beside.

"Yeah, let's go." She replied, very bummed.

The all left their charges and headed back to base. Hopefully, a night of rest had done something for the femme at the center of all these worries, Airachnid. Arcee really wanted her to be able to get past all this. These doubts she was having about her and Jack didn't change that fact that Airachnid didn't deserve what happened to her and she hoped that it didn't break her. She'd come a long way from the perpetually sad femme she had met in the forest in New York and Arcee didn't wish for her to go back to that.

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Ratchet was examining Airachnid's frame at his work station. With the children gone, he didn't have to worry about them seeing Airachnid in a poor state. However, the examination was as far as he was willing to go at the moment, given what happened last time. He didn't want to trigger another response from Airachnid.

"Your protoform has healed as much as it could without being worked on. We should get started on that immediately. If we wait too long, the damage could settle and become permanent."

"Whatever you think is best, Doctor." Airachnid answered.

"Very well, then. It will, however, be a timely process. I imagine it would take most of the day. Unless...you wish to postpone the procedure until later in the night."

"No...We've put it off long enough. As long as I'm like this, I can't be out in the field. If it becomes permanent..."

"I understand, Airachnid. You want to be able to continue field work."

But Ratchet was focused on another concern.

"But...I was thinking that perhaps you wouldn't want to risk the children seeing you again."

Airachnid didn't say anything, but Ratchet could tell that she hadn't considered that. He knew the femme did not want to worry the children in any capacity.

"You needn't worry about permanent damage. Your protoform won't settle within the day. So, what do you want to do?" He further explained, then asked.

Airachnid turned her helm to look at Ratchet and thought to herself.

"I _does_ help to spend time with them. I might need it before going under for a delicate operation like this." She said.

Ratchet was glad that he could convince her.

"Very well. In the mean time, take it slow." He said.

"Thank you, Doctor Ratchet."

Ratchet helped Airachnid on her pedes and escorted her out to the main hall. Convincing her to wait until after the children were gone to undergo an operation was as much for him as it was for her. He couldn't forget the look on Sierra's face after she had seen Airachnid alone. He wished never to see her that way again.

However, he was relying on her to help Airachnid in ways he couldn't. He may be able to fix her injuries, but Sierra was much more suited to help her trauma. While Airachnid may not have shown any distress this time around, Ratchet saw that her mind was still heavy with what Megatron did to her. Vorns of treating Autobots and neutrals had given him an eye for the traumatized and Airachnid was most certainly one...If she hadn't been already, that is.

Airachnid made her way back to the main hall. It was still very difficult to move with her injuries and without her legs to provide balance. How the femme missed being able to transform. It had been too long since she had taken her alt and hit the road with her incredible speed. Thinking about driving made her think about Jack and Sierra. Primus, she wished they were there. She needed the company. Then again, all they would do was was worry about her.

Airachnid slumped against a large crate, exhausted from moving around. She rested her side against it, as her back was still pained from her injuries.

"No." She said to herself.

She thought of him again, of Megatron. From the day she woke up, she found herself thinking of the monster that did this to her before thinking of the one she followed for so long. The memory of his death that was all she could remember clearly was beginning to fade. The thought of it was painful, forgetting her Megatronus and having only this warlord to think of. She didn't want to forget. She couldn't...but the more she tried to remember the Prime's last moments, the more his voice morphed into the hateful one that mocked her as she cried out in pain.

"Stop that." She whispered.

Airachnid couldn't help it. She began remembering the night she fought Megatron. This caused her pull her knees to her chassis and begin shaking. She buried her face and tried to force the memory to stop. But even with her optics shut, she could still see his face and hear his voice.

"Please, don't." She said without meaning to, remembering the details of that night.

"Airachnid."

Airachnid was pulled back to the now and looked up to see Optimus standing over her. Seeing him helped her push the memory away, but she realized how he had found her and rose to explain herself. Unfortunately, she tried to stand too quickly and nearly fell forward in pain. The Prime caught her, thankfully.

"I'm alright." She said, shakily.

Optimus helped her to steady himself and then cautiously let her go. She was unable to look at him, not wanting him to see her distressed. Optimus examined closely, knowing full well what was wrong with her.

"Airachnid." He said, calmly.

"I'm fine, really, Optimus."

But she knew that Optimus did not believe her. Thankfully, he gave her the space she wanted. She did appreciate Optimus' concern and being attentive to her distress, but she truly didn't wish to be a burden. They're were many other things that the Prime needed to be concerned with and she would not distract him.

Airachnid worked up to strength to to head back to her quarters. She desperately needed to lie down.

"Airachnid." Optimus called.

"Yes, Optimus?" She asked back.

"If you are troubled in anyway, whatever it may be, do not hesitate to find me. Or rather, send someone to find me so I may come to you. Whatever the case, I am here to help. Please, keep that in mind."

Airachnid smiled at Optimus, thankful for such a friend. And in truth, she would need him very soon. She thought about it as she walked back to her quarters. She didn't want any of the children to see her this way, so there was little she could expect from them. Also, they did not know of her past, so there was really nothing they could do. But Optimus knew more than anyone else. He was the only one that could help her get through this. But right now, she was far too exhausted to vent her feelings to anyone.

Airachnid made it to her room and lied down on her berth. Once again, he mind wandered back to the thing she was struggling to avoid. But just as the thoughts creeped back in, she replaced the false revolutionary that stole the image of her true Megatronus with Optimus Prime.

It came as a shock to her, but it made sense when she thought about it. If Megatron the Decepticon replaced her image of Megatronus Prime, Optimus Prime would replace the image of Lord Optimus. Thinking of him helped her a great deal, but also saddened her. Now, she was unable to remember her old leader at all. It hurt to forget him, but it kept her from feeling helpless as she did that night. Airachnid decided to let herself drift off into recharge. Maybe Primus would be merciful and allow her to replay some memories of Jack and Sierra instead of what happened. Maybe, it would even let her remember the family she lost before she came to this world.

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Jack sat at the cafeteria table, picking at the lunch his mother had made for him the night before. There was no way that eating this much tofu was a healthy alternative. Then again, he could've had a steak in front of him and he still wouldn't have taken a single bite. He was far too distracted to have an appetite.

"Hey, Jack."

Jack looked up and saw Sierra sit across from him with her pack of store bought sushi. She looked down at his untouched lunch with a small amount of distaste.

"Tofu, again?"

"I told you, my Mom's a health nut."

" _That_ _can't_ be healthy. Tofu every single day? Can't she mix it up with some broccoli or something?"

"I ask her not to make me lunch, but she doesn't trust me follow her routine."

"Well..." Sierra said as she poured soy sauce on her sushi. "Still better than that crap you serve at K.O."

"The dumpster behind the building is better than our food. Seriously, I could scare you with the scrap I see."

"I don't wanna know. I've eaten their burgers and I'd rather not know what's in them."

Jack laughed a bit, but it was a small one. He continued to dissect his tofu with his fork, looking like he was thinking a thousand thoughts at once. Sierra noticed this right away.

"Thinkin' about Airi?" She asked.

"Yeah." Jack said, not looking at her.

Now, Sierra was also not eating her lunch. The two were silent for a few seconds.

"You gonna talk to her when you get to base today?" She asked.

"I'm gonna try. But...I don't know what to say."

"'Hey, Airi. Are you alright, Airi? It's okay, Airi. We're gonna help you get through this.' Do I need to go on?"

"Okay, but...What do I say about lying to her?"

"Apologize, for starters." Sierra said as if it was a an answer to a dumb question.

"But is that gonna make it right? I mean, she was so happy that day and I went ruined everything. Next thing you know, Airi's been taken apart."

"Will you stop blaming yourself for that?" Sierra almost shouted.

She looked around to make sure she didn't attract attention.

"You didn't do anything that caused what happened to Airi. If you blame yourself, you're just taking some off of Megatron."

Jack had to slap himself mentally for falling back on that for the umpteenth time. Despite what Arcee had told him that night, he still kept throwing what happened at his own feet. It was almost narcissistic in a way.

"I just feel so...I feel so awful about how it went down that night. We had just talked before we ran into Mom. She was teasing me like always. She was happy. But that look on her face when she realized what was happening..."

"Jack, Airi isn't gonna be mad at you for that. You did a dumb thing. Okay, we're teenagers. It's our job to lie to our parents and get into trouble for stupid reasons. Airi gets that more than any of the Autobots."

That was true. Even more than Arcee or Bulkhead, Airi connected with the kids in a way that was almost like she was one of them. Not a parent trying desperately to relate to the youth, but almost like an adult who hadn't forgotten what it was like to be a teenager. Even if she was hurt that day and disappointed in Jack for lying, she wouldn't hold it against him.

"So, what are you afraid of? You think Airi's not gonna wanna talk to you anymore? You're practically her favorite, Jack."

Jack couldn't help but blush a little. Airi was a little more affectionate with him than the others. Sierra then reached out and touched his hand. He was caught by surprise and tensed up when he felt her hand. But when he looked at her, she wasn't blushing like he was. She looked sad, like Airi.

"Jack...Airi needs us right now. She's been through something pretty bad and it was by a Decepticons who looks like someone she cares a lot about. She can't move around. She's in a lot of pain. We gotta be there for her."

Sierra squeezed Jack's hand, showing how much this meant to her. He didn't realize just how close to two had become in such a short time.

"Sierra?"

Sierra looked at Jack.

"What happened last night? What did you and Airi talk about?"

Sierra seemed reluctant to talk about it herself.

"We didn't talk. She didn't even see me...I don't think she wanted me to see her, so I probably shouldn't tell you either. But she was in bad shape, that's all I'll say."

Jack thought about how bad it might've been. He remembered watching Sierra cry as Smokescreen pulled away. It had to have been _really_ bad.

"When you get to base today, please talk to her?" Sierra asked. "You're the one that really makes her happy. Please, Jack? Please, don't avoid her anymore."

"I won't...I won't" Jack said.

Jack decided that he needed to do what Sierra was telling him. He needed to grow a pair and face Airi. Without realizing it, Jack squeezed her hand just as she did and the two of them made eye contact which led to a smile from the both of them.

It lasted only a second, though. The pair realized what they were doing and pull away just as quickly. Both of them focused back on their lunches with crimson faces.

"So...Did you catch The Flash last night?" Sierra asked, awkwardly.

"I really hate Devoe's wife."

"Yeah, me too. Love Iris, though."

"Relationship goals."

Of course, that just made the conversation more awkward.

'Nice one, Darby.' Jack thought to himself. 'Why don't you just say hint hint while your at it.'

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Airachnid heard a knock outside of her room and lifted her helm to see who it was.

"Airachnid, it's Optimus. May I come in?"

She sat up on her birth, straining herself a little.

"You can come in."

The Prime walked in and stood before the tired femme. Airachnid knew that she looked unwell in many ways.

"How are you feeling?"

She lifted her servo and flexed her digits.

"I feel okay enough...When I'm not moving around. But just getting from the main hall back here takes a lot out of me."

"The damage to your protoform disrupts the flow of energon in your frame. Movement shifts your injuries which causes you pain and fatigues you."

"Doctor Ratchet said the same thing. That's why we're working on it later tonight."

"In the meantime, you intend to remain here?"

"Like you said, movement makes me weak. Best keep my strength up until it's time to go under the saw. But it doesn't seem like I'll have the energy to be with the children when they get here."

"They will understand. They only want you to recover."

"Don't tell them about the surgery tonight, okay? They worry enough about me, especially Jack and Sierra."

"I would not be wise to keep them in the dark, but I will respect your wishes."

"Thank you, Optimus."

Like the other times Optimus had come to see her, he had more to say. Airachnid knew that Optimus suspected that it wasn't just her injuries that kept her tired.

"How have you been coping with what happened?"

Straight to the point, as she expected.

"You mean...with Megatron." She stated.

"Yes."

Airachnid knew that after their last interaction, this would come up.

"Not well...But you knew that already."

Optimus didn't respond to that, but his expression told of what he remembered. She looked away, but she felt his presence. The Prime knew that she needed to talk about it, even if she didn't want to. She also knew it would hurt to talk, but it might also help her.

"I can't remember Megatronus anymore."

Airachnid couldn't see the sympathetic look on Optimus' face.

"He's been dead for little more than a year now. That's hardly long for us. But I've spent that time trying not to think about what I'd lost so it would stop hurting. With me always running and trying to stay alive, I was afraid thinking about them would make me want to just give up."

As she feared, talking about it hurt her in the spark. She almost didn't want to continue. But it was better to do this now while the children weren't there.

"And now?" Optimus asked.

Airachnid closed her optics and worked up the strength to continue.

"Now, all I see is Megatron. He's nothing like Megatronus. Even his anger is more monstrous than my Prime could ever be. But I think of Megatronus Prime and all I can see and hear is the Decepticon that did this to me."

"Airi." Optimus sorrowfully said.

"The only clear vision of him that I have left is the one memory that hurts the most, the day I lost him."

Optimus closed his optics and looked down. That was just cruel.

"And even that, I'm forgetting. I've forgotten what Megatronus' smile looked like, his determined look, his hardened but kind face. Knockout and Starscream are different enough that I still remember them and Dreadwing is practically the same as he ever was. But Megatron..."

"His resemblance is enough to remind you of your Prime, but his cruelty tarnishes the memories you have left."

Airachnid looked up at Optimus in surprise. How do the Prime's do it, know exactly what others are thinking?

"Last night, when Doctor Ratchet was treating my back injuries, I had a moment where I remembered having my legs taken."

Airachnid had to stop for a moment.

"I don't know if I'll ever be able to put that behind me."

"I'm afraid you may never be able to either. Arcee suffered greatly at the hands of your counterpart and unfortunately it still affects her today."

Optimus wasn't wrong about that. Arcee's visceral hatred towards her in New York was proof of that.

"The trauma she endured once used the cripple her, both mentally and emotionally. But today, she finds the strength to move forward, in no small part to our human allies."

Airachnid smiled, thinking about her little ones.

"You have suffered at Megatron's hands and it has left a scar upon you that will never fade. But I have no doubt that Sierra, Jack, Miko, and Rafael will do everything they can to help you to overcome your pain."

"I know they will. They will try their little hearts out."

"And I strongly urge you to allow them. I know you wish to protect them from your pain. But hiding it will not help you, it will only worsen your troubles and they _will_ see through any facade you put up for them. They are far more perceptive then they let on."

Optimus walked over to Airachnid and gently placed his servo on her shoulder.

"I am sorry that your memory of the Prime you followed is fading. I cannot help you to remember him. But I can help you to overcome Megatron. All of us here can help you if you allow us. The road ahead will be difficult for you, but we will all see you through to the end of it. You have my word."

Airachnid touched Optimus' servo and looked up at him gratefully. His words did not make her problems go away, but it didn't make her feel a little better, if only for the moment. The Prime removed his servo and stepped back.

"I will let you rest now. You most certainly need it."

"Thank you, Optimus."

"You are welcome, Airachnid."

Optimus left Airachnid alone and the femme lied back down to get her much needed rest. Again, the comfort Optimus gave her was merely temporary, but for now, it was enough. Megatronus' memory was fading and that saddened her to no end. But at least she still had a Prime watching over her.

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By now, Sierra had begun to realize that her substitute guardian, Smokescreen, was unreliable. When class was let out, he was missing among the Autobots waiting for their charges. Just one more reason Sierra wished for Airi back. Then again, Jack offered her a ride with him and Arcee, which Sierra was all to happy to accept. So it wasn't all bad.

It was bittersweet, however. Spending time with Jack and Arcee, being close to the former, was a high point of Sierra's otherwise long and boring day. But she knew why he would take the extra time to go to base, only to leave for work immediately after. He wanted to check on Airi, a reminder of what she was going through. Arcee didn't seem to mind. In fact, it seemed like she was enjoying the time spent with Jack as much as Sierra was. Just how close were those two? Sierra hoped that she didn't have romantic rival in the femme. She would not be able to compete with Arcee that if were the case.

Still, Sierra enjoyed the ride. Once again, the teen let herself get caught up in the moment and actually rested her chin upon Jack's shoulder as the rode together. It wasn't until they arrived at base that she realized what she had been doing and when Jack removed his helmet, she saw how much he had been blushing. And they call _her_ Red, not that she wasn't blushing herself.

"Get a room, you two." Miko said as she walked by.

The two looked away from each other simultaneously. Sierra caught a glimpse of Arcee hiding a smile. Was it _that_ obvious to everyone but Jack? Optimus walked up to the pair with his focus seemingly on said teenager.

"Jackson, I was not expecting you so early." He said.

"Oh uh, just giving Sierra a lift to base."

"Is that so?" Optimus questioned. "And why was Smokescreen not at your school to do just that."

"This is the second time this has happened, Optimus." Arcee chimed in. "You need to talk to the rookie."

"I will have him explain why he is not taking his responsibilities as Sierra's guardian seriously."

Optimus turned back to Sierra.

"I must apologize for my subordinate's carelessness. I will see to it that he is reprimanded accordingly."

"It's okay, Optimus Sir. Arcee got me here safely."

"As expected, she would."

Optimus then turned to Jackson again.

"Jackson, why are you not at your place of work? You did not request another leave of absence, did you?"

"No, Sir. I just wanted to make sure Sierra got here okay...And to check on Airi."

Optimus' face showed his understanding.

"Is she okay, Sir?" Sierra stepped forward to ask.

"Airachnid's condition remains steady, though, she has shown little improvement. She still requires a great deal of work to be done on her. But she is in adequate health and spirits."

Sierra sighed in relief of hearing that. She looked to Jack who appeared the same.

"Where is she now?" Sierra asked.

"She is currently resting in here quarters. When I last saw her, she had powered down for recharge."

Sierra and Jack's changed to that of concern.

"Oh." Sierra replied.

"There is nothing to be concerned about. Airachnid is past the point of being in severe pain, but she is still in a state of constant exhaustion. It is unlikely that she will be spending much time out here with all of you, I am sorry to say."

Again, Jack and Sierra exchanged nervous glances.

"May we see her, Optimus?" Sierra asked.

Optimus mulled over the question.

"I am not cer-"

"Please, Sir." Jack interrupted. "We just wanna make sure she's okay. We won't disturb her, we promise."

Optimus submitted to the two.

"Very well, so long as you let her rest."

Both of them smiled in appreciation.

"Thank you, Sir." Sierra said.

"Thank you, Optimus." Jack followed.

The two of them walked side by side to Airachnid's quarters. Optimus hoped that Airachnid looked well enough not to worry them any more than they already were. But as they walked together, very closely, he could not help but smile. There was a very obvious attraction between the two and a level of unspoken affection. Seeing them reminded him of the days of his youth, back when he still had Ariel. Primus how he missed his first and only love. He hoped that Jackson and Sierra would form the same kind of bond, but not the tragedy that befell he and his deceased sparkmate.

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Jack and Sierra stood outside of Airachnid's quarters, trying to remain quiet as not to wake her. Jack signaled Sierra to hold back while he peaked in first. Her room was dimly lit by what appeared to be the Cybertronian desk lamp by her berth. Jack looked over to it and saw her resting, just as Optimus said she was. He motioned Sierra to follow him.

The two stood in the large doorway and examined their friend closely, trying to see in their was any signs of stress or trauma upon her or the room she was in. Airachnid rested her helm against her arm and he knees were pulled close. Jack could see her other servo over a data pad by her chassis. She must've fallen into recharge while she was reading.

Jack walked into the room, not making much sound from his footsteps. Sierra paused before following him. He stopped when he stood below where Airachnid's face was and watched her closely.

"Jack?" Sierra whisper.

"Hold on, Sierra." He replied.

Jack tilted his head and examined her as best he could. Her protoform was still protected by a patch-job that was a different color from the rest of her frame. Her resting on her side told of her back injuries and that she was still unable to lay down on them. But aside from that, Airi looked okay. But things were sure to be different when she was awake, and Jack knew that he was going to have to face her when he returned from work. And if it was as bad as Sierra made it out to be, Jack was expecting to be washed with his own guilt.

"Jack." Sierra said lowly as she touched his shoulder.

Jack looked to her and touched her hand back. He looked back up at Airachnid, still holding Sierra's hand.

"She looks okay...for now." Jack said.

"Yeah, she hasn't looked this peaceful since she woke up."

"We should let her sleep. She needs her rest."

"You're right...Besides, you're gonna be late for work."

Jack lowered his head and sighed. He really didn't want to work today. But he still wanted to give his mother some financial breathing room and so...

"C'mon, let's go."

Sierra nodded and they began to leave. Sierra turned just before she exited the room.

"Good night, Airi. Sleep well, okay?"

Sierra left the room, but Jack hanged back for a few more seconds to look at Airachnid once again.

"I love you, Airi." Jack whispered low enough that Sierra couldn't hear him.

They left the femme alone, but even in recharge, she somehow knew they had been there. Once they were gone, Airachnid had begun to smile in her sleep. The data pad she had been holding was an old album of a road trip the group took one day. It was the children, minus Sierra, and guardians smiling as if they didn't have a care in the world. Before she fell into recharge, Airachnid had hoped to one day be in a picture such as that with all four of her children, maybe even June Darby. She could hope, couldn't she? Megatron couldn't take that from her.

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Airachnid didn't know how long was had powered down for, nor did she remember drifting off. All she remembered was the fatigue before she fell into stasis. She shifted a bit in her berth, careful not to agitate her injuries and cause pain to herself. She felt something hard beneath her chassis and saw the data pad she had been looking at before. She had found it misplaced in one of the relic storage rooms.

At first, she didn't want to look at something that wasn't hers, but she examined the data on it just to see who it belonged to and see it returned to its owner. It turned out to belong to Bumblebee. Careless with his belongings, he was. She was just about to go back into the main hall to give it to him when she stumbled upon a picture of him and Rafael. Again, she didn't want to snoop, but the joyous smile of the youngest human's face made it hard to resist the temptation. She flipped a few more images and saw several of the pair together, happy as they could be. Often times, Bumblebee was in his alt while Raf sat happily in his seats. Others were Rafael showing off one of his may remote control race cars with Bumblebee behind him. One was Bumblebee's alt form sitting side by side to another RC car that was of the same model and color as he, with Rafael sitting in the middle. Airachnid couldn't stop smiling at these images. Rafael was by far still the cutest human on Earth as far as she was concerned.

Of course, this made her think of Soundwave and Rafael. She remembered how the two of them often did their own thing and spent time in the air and away from the Ark. Soundwave was always a little cut off from the others, mostly too focused on his duties. His time with Raf was a break from the constant fighting and stress and he wanted to make the most of it, so it was often just the two of them, not that Raf didn't spend time with the others. Like most of her memories, these were bittersweet, moments of happier times, reminders of what was lost. But with things troubling her now, these memories were welcomed. She hoped to make new memories with the human children of this world and even with the Autobots. She hadn't exactly come to think of them as family, but she still considered them friends. Eventually, the comfort of the happier moments of her past had caused her to drift off and now she was awake, wondering how much time had passed.

Timely enough, Ratchet was at her door, requesting permission to enter.

"Airachnid, are you awake?"

"Yes, Doctor. What can I do for you?"

Ratchet entered and examined her briefly, most likely seeing if anything had gotten better or worse. Ratchet was far more attentive than "The Surgeon".

"You've been in recharge for a while now. I was beginning to worry."

Airachnid felt a little disappointed, sleeping most of her day away.

"I was a more tired than usual. I must've fallen asleep...Into recharge, I mean."

Spending so much time with humans got her in the habit of using their Earth terms.

"Unfortunately, that's do to the damage to your protoform, which we need to begin very soon."

'Already?' Airachnid thought, wondering what time it was.

"Are the children here?"

"No, I'm afraid. They've all gone home, about an hour ago."

That disappointed Airachnid. She had gone the whole day without seeing any of them. And considering that she had lost them all once before, it scared her to think of even the smallest possibility of never seeing them again. Airachnid was not in the habit of taking things like that for granted.

"Now that they are all gone, I think we should get started on fixing your protoform. The longer we wait, the more it risk setting in and the damage becoming permanent."

Airachnid let her disappointment go for now and merely hoped that nothing would keep tomorrow from coming.

"I agree, Doctor. Shall we get started then?"

"Of course. I just need to prep for the procedure. Shouldn't take more than a few clicks. Wait for me in the main hall. I'll come for you when everything is ready."

"Alright."

Ratchet went off into his work station while Airachnid managed to make her way back to the main hall area. As she waited for Ratchet, Optimus entered the area and approached Airachnid.

"Is everything all right, Airachnid?" He asked.

"For the most part."

"And the rest?"

Airachnid sighed.

"I missed my humans today."

Optimus seemed to understand.

"You're absence did not go unnoticed by them. They were very worried about you."

"Oh, no." She replied.

"However, I assured them that you were simply resting while Ratchet worked on your legs. They requested that I would give you a message from each of them. They all hope for you to make a quick recovery."

Airachnid was smiling again, looking off to the ground.

"Miko has promised to prepare a welcome back performance for you once you are ready to return to the field. Rafael expressed excitement over and impending race between you and Bumblebee?"

She chuckled a little. The boy had no idea that he would be hers.

"Sierra wishes you to know that she greatly misses having you as her guardian and thinks about you every night."

Airachnid was still smiling, but a little sad as well. She missed Sierra just as much.

"She also wishes for you to know that she is 'getting closer to her goal'."

She laughed, knowing what she meant by that, though Optimus was confused. She then thought for a moment and was hesitant to ask what she wanted.

"And Jack?" She asked.

Optimus seemed a little hesitant himself.

"Jackson...Jackson wished for your recovery, just as the others. But he also wanted to tell you that he wishes to talk to you about something of importance. He seemed very earnest when he gave me the message."

Airachnid knew what was on Jack's mind. Before they would meet next, she had to think of a way to ease whatever guilt he was burdening himself with. The thing was, she was expecting Jack to be brought to tears which was something she never enjoyed seeing. Jack crying was sure to make her do the same, without actual tears.

"May ask if everything is alright between you two?" Optimus asked.

"They are...But me Jack have _a lot_ to talk about. I have a feeling he blames himself for what happened to me."

"Hm...I can certainly relate."

Airachnid looked up at Optimus, sympathetically.

"You needn't be, Optimus. I'm okay...Besides, what you said to me earlier today...It helped greatly. I thank you for that."

"You never need to thank me, Airachnid. It is my duty as a Prime. But I am glad to have helped you in anyway."

They smiled at each other, hopeful for the situation to improve.

"Airachnid." Ratchet called from the corridor entrance. "Everything is ready."

Airachnid prepared herself, hoping things would be easier this time around.

"Wish me luck, Optimus."

"I do, Airachnid. But know that you are in good hands."

"I know."

Airachnid followed Ratchet into his second work station where everything had been set up.

"Right here, please." Ratchet requested.

He pointed to a birth with an opening for her back injuries. Airachnid lied down as gently as she could, her nerves beginning to work themselves up. Hard to believe that being on a work bench with Ratchet standing over her was once one of her worst nightmares. But the time spent with him had almost made her forget about the pure white Decepticon with the yellow optics.

"Your protoform is the priority right now and I intend to repair it completely before the night is done. However, if possible, I wish to also work on your back injuries."

"You don't have to overwork yourself, Doctor. My protoform is what's exhausting me the most."

"This is true, but I also know that working on your back itself is...difficult for you. And while I have you under, I thought it'd best to at get started. I won't be able to finish working on them tonight, but I can at least get the hard part out of the way."

The pain from him working on her back had triggered what happened in Airachnid and she didn't wish to go through that again.

"I'm okay with whatever you think is best, Doctor Ratchet. I trust you."

Ratchet smiled in appreciation. Airachnid did indeed trust him. She had since the day she saved Miko from Dreadwing. She trusted him as much as she trusted Knockout, _her_ Knockout. Ratchet connected all the cables and link Airachnid up to all the monitors and devices.

"I'm going to disable your pain receptors and send you into stasis lock now. Hopefully, when you awaken, you will feel much better."

"I have faith in your abilities, Doctor."

Ratchet was just about to input the stasis command.

"You know, you can refer to me as just Ratchet every once in a while."

"All right, then. See you on the other side, Ratchet."

And with that, Ratchet put Airachnid into stasis lock. He monitored her vitals and made sure that everything was stable and nothing was out of the ordinary. When he was certain that everything was as it should be, he walked over to his tools and looked over Airachnid.

"Let's begin then...Airi."

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"All right, then. See you on the other side, Ratchet."

That was the last coherent memory Airachnid had before she came online in her quarters. She was rested on her side and both her front chassis and back section were throbbing. She felt weak and yet, the pain she was constantly in before was gone. Not that she wasn't in pain, but it was a different pain, an easier pain. She looked down at her chassis and saw that the welding marks of her patch-job were redone.

"Oh, right." She said to herself.

From the looks of things, Ratchet had completed his work on her protoform and her back. For the most part, everything seemed to be okay with her frame, at least, nothing was worse off than before. But even more so than earlier in the day, she was exhausted. She was more than likely going to be in her berth for most of the day. Speaking of which...

"What time is it?" She thought out loud.

Airachnid looked around and she saw that a cube of energon had been placed on the desk by her berth. Realizing that she hadn't had her intake since the morning before, she reached out and finished it off in one gulp. The energon brought a little strength back to her frame, but not enough to go walking around.

Airachnid sat in her quarters for a little while contemplating where to go from there. Once her protoform healed up completely, all that would be left was to replace her chassis plating and her back legs. After that, she would be able to head back out into the field.

But would she be ready?

Again, memories and fears came from all sides in Airachnid's mind. After coming face to face with Lord Megatron and being ripped apart by him, she knew in her spark that she wasn't ready to face any of the counterparts of this world, not even the ones she had already fought. Before that night, even after seeing how different they were, a part of Airachnid was unable to imagine that one of her old friends could actually hurt her. Then, one of them did. Now, she knew that they are all capable of causing her the same kind of pain Lord Optimus and his Decepticons had. The worst part, she was beginning to think of them when she thought of the word Decepticon.

"Stop it, Airachnid." She said to herself.

She pushed the thoughts away for now. She had just underwent risky procedure and taken a big step towards her recovery. This was suppose to be a good thing. Besides, her children would be there at the some point and were sure to be worried enough. Thinking about all that would only pull her away from them and cause them to worry even more. She needed them if she was going to get past all this. Airachnid thanked Primus and all the Earth deities that the humans were no different from her own. Seeing Jack, Sierra, Rafael, and Miko as anything other than innocents would be enough to shatter whatever will she had left when she came to this world. This all brought her back to her earlier thought. What time was it?

"I see that you have awakened."

Airachnid turned to her door and saw Optimus standing there with a content smile.

"Optimus...How long have I been out?" She asked.

"It is already late into the new day and morning is almost over."

"I see."

Which meant that that children would be let out of school very soon.

"How are you feeling, Airachnid?"

"I suppose I can't complain. It most certainly feels like I've undergone surgery, but it also feels like my body is healing. I suppose that means I feel much better."

"I am happy to hear that." Optimus said. "Ratchet is the very lifeblood of Team Prime. Without him, we would have all been lost a long time ago. I never doubted his skills."

"I must remember to thank him when I see him."

"While I am glad to know that you are not in as much pain as you were before, I was told by Ratchet to inform you to keep movement to an absolute minimum until your protoform has begun to settle."

It was as she expected, unfortunately. Airachnid would now be spending even less time with Sierra and the others until she got her strength back.

"Your back injuries, for the most part, have been taken care of and only require minimal work to be able to reattach your limbs once they have been repaired. Ratchet worked through the night to ensure that you would not need extensive treatment."

Airachnid closed her optics and gratefully thought of the good doctor.

"He didn't have to do that." She mused.

"He felt obligated to, as your doctor."

"I know he did."

Airachnid smiled.

"And to think, he was terrified when he first saw me. Please, let him know how grateful I am. He doesn't know how much this helps me."

Indeed, it did. Now, Airachnid wouldn't have to suffer from sudden flashbacks to recent events while being worked on.

"I will give him the message. He will be happy to know that you are indeed recovering. But while we talk about your recovery...I must ask if things are still difficult for you, regarding your Prime?"

This, of course, brought her back to her troubles from before. She was unable to answer, which itself, was an answer.

"As I thought...Forgive me. I know it is not something you wish to discuss or think about. However, while you were undergoing your procedure, I came across something in my quarters."

That's when Airachnid noticed that Optimus had been holding an electronic, palm sized, circular object in his servo. He walked forward to her and held it out for her to take.

"What is this?"

"An image hologram."

Airachnid was confused. She examined the device and found a button on what had to be either the front or back of the base. When she pressed it, the top surface activated and lit up. After about a nano-click, a holographic image projected from the device that was about as big as her lamp. The image took a few moments to format and become clear. When it did, Airachnid was taken by absolute surprise.

"Optimus, is that..."

"Indeed it is, Airachnid." Optimus said with a smile.

There was a very young looking and lightly built mech standing beside a slightly older, but much bigger mech. The younger one stood as tall and confidently as he could manage, clearly trying to measure up to the titan next to him, who held his servo on his shoulder in a brotherly manner. But in his face, Airachnid saw a bashfulness and humility he could not hide. It reminded her of Jack for some reason. This was Orion Pax, who Megatronus would occasionally talk about, always with warmth and fondness.

But it was the warrior mech that really had her attention. Though he was much younger and his frame was still different, as were his optics, this was Megatronus, not Megatron. His confident smile, his strong posture, his fearless expression, they were just as she remembered.

"But...how?"

Optimus pulled a nearby seat to him and sat down across from Airachnid, focused on the image of his younger self and his brother in arms.

"When Megatron revealed his true colors before the High Council, it became known as The Great Deception. Megatron was said to have conned a legion of followers for a false cause, all for nothing more than to gain power. That was where the name 'Decepticon' came from."

Optimus was deep in thought. Airachnid felt as if he saw things differently.

"But those who believed that did not know Megatron before he shortened his name. I am one of the few who followed him from the early vorns of his revolution. And I believe that in the beginning, Megatronus truly believed in what he was doing. But somewhere along the line...he had lost his way and became something else."

Optimus expression fell into sadness as it was clear that he and Megatron were once good friends before they became enemies.

"Throughout the war, I had defeated Megatron in combat many times and had him at my mercy. Each time, I spared his life...hoping that my old friend was still in there, somewhere. But once Cybertron was lost and Megatron continued to wage war, even after it had cost us everything, I gave up that hope and accepted that Megatronus was gone."

Optimus looked away with an even heavier sadness in his optics. Airachnid had never seen him in such a state in the time she had known him.

"The Megatronus you see in this hologram is the leader of the revolution who inspired me to take action and fight to make a difference on Cybertron. When I look upon him and the young record clerk beside him, I am reminded of my old friend...my brother. I remember who he used to be...instead of who he became."

The way he spoke, the regret in his voice, Airachnid could tell that this was a personal loss for Optimus. Perhaps, it was almost as much as her losing her Prime. Seeing someone he saw as a brother change before his optics until one day, he was unrecognizable, Airachnid could only imagine what it was like. But then...She went through something similar with Starscream. He too lost his way after the death of his Trine and fell so deep into despair that he was almost a stranger to her. It was only when Sierra became his charge did a remnant of the old Starscream come back to them.

"This is not the Prime that you followed in your world." Optimus said. "But perhaps they are enough alike to remind you of your old friend."

Airachnid switched her gaze from the hologram to Optimus. This was a piece of his old life, and he was going to just give it to her?

"Optimus, I...I can't accept this. This has to be precious to you."

"It was...long ago. But now, it is another painful reminder of the warmonger Megatron has become. Everyday, his actions tarnish the memory of the mech in that hologram. But your Megatronus, he died as he had lived, a Prime sworn to protect. Is that correct?"

Airachnid almost cried, but she was able to smile again.

"He did...Absolutely."

"Then this image will remind you of who he always was and not of the Decepticon warlord that he could never become. It will be better off in your possession than to be forgotten in mine. Please Airachnid, I want you to have it."

Airachnid looked back at the image and suddenly, she remembered Megatronus Prime as if she had seen him the day before. She remembered the first time she and Starscream saw him up close, when they were introduced to him by Blitzwing. All the memories she pushed away because of the pain, only to forget them, they returned to her and she cherished every single one of them.

Airachnid deactivated the hologram and held it to her spark, as if it were a part of it. She looked to Optimus with such emotion in her optics.

"Thank you, Optimus." She said, lowly.

"As always, Airachnid, you are very welcome. But now, you need your rest. So, I will take my leave."

Optimus stood up and moved the chair back to her desk and went to leave.

"He would've liked you, you know."

Optimus stopped at the doorway.

"He talked about you, every so often, an ambition young clerk from Iacon who looked up to him, who wanted to be like him, before _he_ lost his way. He always talked as if he had failed you. He'd respect the Prime that you became. I wish you could've met him."

Optimus turned to face Airachnid one more time.

"In a way...I already have. Stay strong, Airachnid. You _will_ overcome this."

Optimus left Airachnid alone with his gift to her and she was beyond grateful for it. Things were still difficult for her, but what Optimus gave her would make things just a little bit easier. She managed to get to her pedes and walk over to her desk, where she set the hologram projector. She activated it once more and looked down at the mech with the uncanny resemblance to Megatronus.

"It's good to see you again, Sir." She said.

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 **Finally, a little happiness for Airi after three chapters. Family, friends, Weiss, welcome back. So, last time we left on a downer note with Airi struggling with the affects of being torn apart has had on her mentally. Most of this chapter dealt with some of the things she'd be having trouble with as a result. I imagine it's unfair to Airi to see someone for the first time in a year only to do something so horrible to her. Now, the few memories she had of Megatronus from her universe are being forgotten and replaced with this universe Megatron. Just to be clear, this isn't some weird alternate universe flashpoint thing where her memories are disappearing/rewritten or something like that. Just imagine it like knowing someone since you were both teenagers and now you're in your thirties. So when you think back to when you were sixteen, you can't but help but imagine you both as adults. That's kind of what it is.**  
 **This time around, we didn't get any interactions with between Airi and the kids, or "her kids" as she likes to affectionately call them. But we did have a few moments with Jack and Sierra. As you can see, the two of them are both really worried about Airi and are growing closer because of it. I know that seems wrong, but I don't think Airi would mind. Jack's still has his head up his ass, blaming himself for what happened. Hopefully, he and Airi will have that little chat next chapter. Also, since I'm way behind on The Flash, I had just watched Trial of The Flash as I was writing this chapter and...Yeah, screw Marlize Devoe. Screw Devoe, while we're at it. And screw that lawyer too.**  
 **But I digress. For me, I really liked writing the last moment of the story between Optimus and Airi the most. What Optimus said about Megatron once being true to his cause, do you feel the same way? I do. I honestly wish the creative team behind TFP made a prequel series that focused on Orion Pax and Megatronus and how they eventually crossed paths and became who they are now. Also, is that really where the name "Decepticon" came from? If someone knows, tell me. So now, Airi has a little reminder of her Megatronus Prime. It may not make facing Megatron again any less spark breaking, but it will help her in the long run.**  
 **Originally, the chapter was going to end with Megatron meeting up with Shockwave, but I'm behind enough as is. Also, I couldn't imagine that the Nemesis could fly to another galaxy in less than a day.**  
 **Well, I hope you enjoyed this chapter. But now, it's time to get back to Old Nightmare. Don't worry though, ASOG will never reach the levels of despair that story does. Airi's just too much of a cinnamon roll to put her through the hell I put Jack through every chapter. Anyways, I will see catch you all on the flip-side. And remember, hugs not drugs.**


	18. Chapter 18

Airachnid was still weak from the procedure, but she was growing tired of staring at the walls in her quarters. She was sitting against the wall, just outside of the main hall, waiting for her humans to arrive. School had let out minutes ago, if things were on the same timetable as her world, and it would take a little while for them to get to base. She missed her friends, not having seen them in a day. It might've seemed needy of her, but her humans were precious to her and she really wanted them to see her feeling a little better. Growing impatient, Airachnid passed the time by looking at her hologram image again.

She smiled down at the image, her strong and noble Prime smiling in the way she remembered, not cruel or sadistic. She couldn't have been more grateful to Optimus for such a gift. This tiny little device had lifted her spirits greatly. Now, she could forget about the Decepticon that had harmed her, at least, until they inevitably meet again.

She focused on the young Optimus beside him, or rather, Orion Pax. It amazed her on how different this young mech seemed from Optimus Prime. Though, there could be no denying that the two were one in the same. It was so strange to see him so different from the Autobot she had come to know so well.

Optimus Prime was not emotionless, but he was very difficult to read. He seemed in control of all his emotions, remaining calm and collected as a leader should. Even when he smiled and let his emotions show, he still was very composed. The image of Pax, he seemed a lot more expressive. The shy smile he wore told more of who Optimus used to be before he stood before Primus and became a Prime. Airachnid still likened him to Jack, who was very awkward and shy himself. Airachnid recalled the few times Megatronus spoke of Orion Pax, and even he made the comparisons to Jack himself.

The Prime once said that both Jack and Orion shared the same humble personality, believing themselves to be not as strong as they really were. He also spoke of a strong sense of honor between them, and a desire to fight for something. Airachnid knew that Jack was not one to do nothing if it had it in him to help, and Megatronus said that Pax was no different. He wanted to fight for change on Cybertron, not hide in the Hall of Iacon while others took action.

Megatronus used to think of Orion as a student, but somewhere along the line, he'd lost his way. He became jaded and believed that the only way to change Cybertron was to tear down the old world and rebuild on top of it. Her Prime had said that he did not know when, exactly, Orion Pax's views and philosophy had changed so drastically. But he felt that he had failed his student. That was why he took such an interest in Jack. Seeing so much of the young clerk in the human boy, he wanted to make sure Jack would never lose his way as Pax had. That was why he entrusted him with the Key to Vector Sigma, which apparently, this world's Jack was given as well.

Airachnid hoped for a chance to talk to Jack today. Whatever the reason he blamed himself for her injuries, she wanted nothing more than to remove the weight of it. Jack needed to know that nothing that happened to her was his fault and that she still loved him, even if it had been.

Airachnid heard the sounds of engines in the main hall and stood herself up. She put her hologram in her subspace and worked up the strength to greet her humans. Just knowing that they were there was enough for her to ignore the pain she still felt. As she walked as best she could to the main hall, she waited patiently for three of her four friends to arrive, knowing one was to arrive later. Sure enough, the three vehicles came through the tunnels and came to a stop.

Miko was the first one out of her guardian, running towards Airachnid as if she was jacked up on red energon.

"Airi!" She yelled as she hopped out of Bulkhead.

Miko practically dove into Airachnid's leg and latched onto it with her arms and legs. She anxiously nuzzled her ankle, happy to see her.

"I knew you'd be up."

Airachnid reached down and plucked Miko from her ankle, placing her upon her shoulder.

"Calm down, little rock star. It was only surgery."

Airachnid showed her affections by nuzzling Miko's face with her own, which the preteen leaned into.

"But we didn't see you yesterday. I was super worried about you."

"There is no need to worry, Miko. Dr. Ratchet was there to make sure everything went alright."

Airachnid looked down and saw Rafael below, looking up with his big eyes and a smile. Miko managed to make her way around to Airi's other shoulder and onto the platform, allowing Airachnid to pick Rafael up and hold him close to her. As if he were a small kitten, she nuzzled him in her hands and responded with affection.

"I didn't worry you as well, did I, little one?"

She pulled him away to be able to look at him. Rafael seemed a little embarrassed to answer the question.

"Yeah, you kinda' did."

"I'm so sorry, Rafael. I didn't mean to scare you. I was just..."

"You were injured and tired. You don't have to explain yourself. We just all really hoped that your surgery would go well."

"I'm okay, now, Rafael. My injuries will soon begin to heal properly. Before long, I'll be able to move around as if nothing happened."

Airachnid's smirk became a little fiercer.

"And _we_ have a race to settle." She said before turning to Bumblebee. " Isn't that right, Scout?"

Airachnid turned to Miko on the platform.

"And _you_ promised me a concert."

Miko smiled happily as she made hand-horns with her fingers. Airachnid put Rafael down and turned to Sierra, who only now, had just walked up to the group. She looked up at Airi, smiling, but with clear worry in her eyes.

"Hey, Airi."

"Red...It feels like it's been a while, doesn't it?"

"Sure does."

Sierra walked up close and Airachnid reached down and grabbed her. She brought her to he spark chamber and held her as if she was hugging her. Sierra did the same.

"I'm really glad you're okay." Sierra said.

"I'm sorry for not seeing you. I know you've been worried."

"I've missed you, Airi. I miss our drives."

"Me too, Red. Me too."

Airachnid pulled Sierra back and held her out in front of her. Sierra still looked unhappy about something, as she was avoiding Airi's optics and holding her arm as if she was guilty of something.

"Red, what's wrong?"

Sierra was about to speak, but stopped before she could say anything. Airi hoped that she wasn't doing what Jack was doing, blaming herself.

"Let's go to my quarters." Airi said. "There's something I want to show you."

Sierra looked up in surprise, no doubt wondering what Airachnid wanted her to see. Before she turned to leave, Bumblebee walked up and placed his servo on her shoulder.

 **"Good to see you back on your pedes, Airi."**

"Thank you, Bumblebee."

Airi turned to Smokescreen.

"Thank you for looking after Sierra while I'm recovering."

The rookie seemed surprised and more than a little guilty. He was about to reply.

"Ah, you don't need to thank him." Bulkhead jumped in as he slapped Smokescreen on the back. "The rook's got this."

"Good to see you, Bulkhead."

Airachnid left with Sierra to her quarters. Smokescreen sighed in relief.

"Thanks for covering for me, Bulk." He said. "Don't think I can tell a believable lie to that one. Feel like she can see right through me."

Bulkhead, however, looked at Smokescreen sternly.

"Airi's got enough problems as is and you haven't been doin' your job. You better start taking things more seriously, Smoke, especially when it comes to Sierra."

Smokescreen had already been grilled by Optimus, which was a kick in the aft in itself, seeing as how he looked up to him. But seeing both Bulkhead and Bumblebee on his case really made him reconsider his own laziness.

* * *

Sierra was staring up at the hologram that towered over her by a good four feet. Airi was on the berth next to her, amused her astonishment.

"That's Optimus...as a teenager?"

"Hm, young adult would be more accurate."

"He looks so different...He's not bulky or very strong looking."

"No, but you can still see him in there." Airi said and she came up behind Sierra. "I see a little of Jack as well."

Sierra looked back in confusion, wondering what Airachnid meant by that. She turned back to the hologram and saw for herself.

"You know what, you're right. Something about him does remind me of Jack...I can't put my finger on it."

"A leader in the making, a Prime who hasn't found his calling yet. That's who Optimus is in that image and that's who Jack is now."

Sierra looked down and smiled at the thought. It was true, Jack was still young and clearly no leader. But remembering the way he carried himself when she was first brought to base and the general way he acts around Optimus, she could tell that Jack was becoming influenced by the Prime.

"The mech that's standing next to him, that's Megatronus."

Sierra stopped smiling and looked up with enmity.

"So, that's him. That's the 'Con that hurt you."

Airachnid sighed, not having intended to sour Sierra's mood.

"Yes...That's who he became. But that's not who is there. And that's not who I see."

Sierra looked at Airi with confusion again.

"What do you mean?"

"I mean...That's not who I remember doing...this to me. I look at that mech and I see Megatronus Prime from my world. I see the leader of the Autobots that I followed for many vorns."

Sierra was more focused on Megatron now, trying to see what Airachnid saw.

"He looks a little different from mine." Airi continued. "But that face, that posture, the look in his optics, that's who I remember. I don't see the warlord, I see my Prime."

Airachnid was reminiscing to openly, forgetting that Sierra didn't know that her Prime was long dead.

"You really miss them, don't you Airi?"

It still didn't register to Airachnid what she was letting slip.

"I do."

Sierra turned around and looked up at her partner, misinterpreting the longing look in her optics.

"You'll see them again, your Autobots and your humans."

That's when Airachnid realized what she was doing and corrected herself before she made a mistake.

"Y-yes, I will."

Sierra was confused about Airachnid's sudden fumble, but she didn't question it too much.

"Your Prime looks pretty bad-ass. He must've been something...Maybe, someday...I could meet him."

That just made Airachnid think about Sierra dying and a bad memory along with it. She was desperate to change the subject.

"So...Are you going to tell me why you looked so guilty when you came in earlier?

Sierra shrunk in front of Airachnid. Just like before, she held her arm. This was her own nervous gesture, much like Jack rubbing the back of his head. She didn't answer the question either.

" _Red_." Called in a stern, accusatory voice.

"I...I saw you the other day."

"When?"

Sierra turned around, but she kept her head down.

"When I went out with Jack and Arcee."

Airachnid wasn't sure what she mean't by that. How could she have seen her while she was out?

"I'm not sure I understand."

Sierra was reluctant to talk about it, not wanting to get Ratchet in trouble. But she didn't want to keep secrets from Airachnid.

"I saw you in here...After Dr. Ratchet worked on you."

Airachnid became shocked as she figured it out. Sierra had seen her in a moment she wanted to protect her from.

"Sierra..."

"I know...You didn't want me to see you. But I had to...I knew something went wrong and I just wanted to make sure your were okay."

Airachnid just looked at Sierra, not disappointed or upset, but sad that she had seen her, knowing it hurt her.

"What did you see?"

"You were...crying."

Airachnid closed her optics. Now, she knew exactly when Sierra saw her.

"You were talking to yourself...about Megatron."

Sierra walked to the edge of the desk and looked up directly at Airachnid, who was now the one avoiding her gaze.

"I wished you hadn't seen that." Airachnid said.

"I know...I'm sorry."

There was silence between them, neither sure of what to say.

"What can I do?" Sierra asked.

"Exactly what you're doing." Airi answered.

Sierra didn't understand.

"You're here, you're talking to me, letting me share my past. You don't know how much that means to me."

"But...isn't there more I can do? I want to help you get better. I don't want to see you like that again."

It both saddened Airachnid that Sierra was so worried about her and warmed her to know that she cared so much.

"I wish...I wish I could tell you that I don't think about it anymore or that it doesn't hurt me when I do. But that'd be a lie. Even with that hologram, I can't forget what happened or who did it to me. And I know now that I'm not ready to face any of them again, especially Megatron. I don't know if I'll ever be ready."

Airachnid looked at Sierra, who was looking discouraged.

"I'm scarred now, Red, and that mark won't go away. But I'm getting there, slowly. There are no shortcuts or rushing to the end. I have to heal at my own pace. But little things like this, us talking or Optimus' gift, those make worlds of difference. I'm not passed this...but I will be. This hasn't broken me, Sierra. I won't let it."

Airachnid lifted Sierra's face with her digit to look at her.

"I'm okay, Red, as long as I have you four."

Sierra smiled with a little wetness in her eyes. She pulled away from Airachnid's digit to turn around and wipe her eyes.

"I love you, Airi." Sierra said.

Now, Airachnid wanted to cry.

"I love you more, Red."

A response she often heard from June.

Sierra looked behind her with tears on her cheeks, but a smile on her face. Airachnid took her from the desk and held her to her chassis. Airachnid absently began stroking her head.

"I don't want you to leave."

"I'm not going anytime soon."

"But you will, eventually. I'm gonna miss you when you do."

Airachnid wished she could ease that sadness, but the truth would be anything but comforting.

"You won't have to. This is my home too. You won't be able to keep me away."

"You mind if we don't go back yet? Can we just hang out here for a bit?"

"Of course we can, Sierra."

Airachnid sat on her berth still holding Sierra to her spark chamber. She was happy to spend some time alone with her partner, even if they weren't doing anything. She'd rather have Sierra and nothing to do than to be alone again.

* * *

"Lord Megatron, we've arrived."

Megatron turned his attention to Knockout. They had made it to the Washu Galaxy faster than he expected they would.

"Input the coordinates from Shockwave's last transmission." He ordered.

Soundwave followed his command and opened up the space bridge for Megatron.

"Now then, let's see what Shockwave has in store for us."

Megatron stepped through the portal and found himself in the abandoned and rundown Cyber-Colony Macross. It was a relic from before Megatron's time, during the age of expansion and exploration for his people. This was long before the unjust caste system that he was born into, when Cybertron was just entering its golden age. So much potential of his old home world, squandered due to greed and elitism. Moments like this made him remember the time when he fought for his people, before they turned their backs on him and called him a warmonger. Megatron scoffed bitterly at nothing and began to search for Shockwave.

Just then, a shadow passed over him. But when he looked up, he saw nothing. Megatron was certain that something else was in the colony and shifted his sword out, prepared for a fight.

"Whoever you are, show yourself."

Megatron's challenge was met with the sound of a monstrous roar. The warlord turned to face the source of the sound and for the first time in vorns, Megatron was shocked to point of no words. Hovering above him with his wings expanded outwards, a beast machine stared down at him. He couldn't believe his own optics.

"Impossible." He said in an almost breathless voice.

He knew what the beast was, a Predacon. The ancient and long extinct species of Cybertron was somehow hovering over him. For the briefest of moments, Megatron admired the beast. But his survival instincts kicked back in and he readied himself to face the Predacon. This was certain to be a fight unlike any other in his entire cycle, perhaps, even his last.

But to his further shock, the beast landed itself and acted as if it had no intention to attack him. Then, it lowered its back. Megatron was shocked once more when he saw Shockwave dismount from the Predacon's back. The Decepticon cyclops approached Megatron and bent the knee before his lord.

"My Liege." He said, most respectfully.

Finally getting over his shock, Megatron withdrew his blade and focused on his most valued scientist.

"Rise, Shockwave."

The scientist did as he was commanded. He looked behind him at his loyal companion.

"Remarkable, is it not, Lord Megatron?"

"In all my vorns, I have never witnessed such a creature. How is this possible?"

Shockwave turned back to Megatron.

"A single strand of CNA, my Liege, that was all that was required to clone him. I had excavated a piece of its fossilized remains and extracted the cyber-nucleic acid. With that, I was able to create him in my laboratory on our home planet."

"And he is tamed?"

"To me, yes. This is only because I was present during his life-cycle. I'm afraid he will only follow my commands. However, I follow yours alone, Lord Megatron."

"So, this was what you wished to show me. You intend to create an army of these Predacons so we may destroy the Autobots, once and for all."

However, Shockwave paused before answering.

"I'm afraid not, my Liege."

Megatron was not happy to hear that.

"I have searched for other fossils of the Predacons, but this was all I was able to uncover. However, during my travels, I had made another discovery."

Now, Megatron was intrigued.

"Please, follow me, Lord Megatron.

* * *

Megatron was astounded, for the second time in a single day.

"This is but a mere small portion, Lord Megatron. The fields where I had located it is rich with red energon."

The entire cargo section of Shockwave's vessel was filled to the brim with the rare element. Megatron didn't know what to say.

"How is this possible?" He managed to asked.

"A forgotten experiment, abandoned by our ancestors during the golden age. It flourished in their absence. I intend to harvest the entire supply, but I require assistance."

"You have whatever you need, Shockwave." Megatron answered, never taking his optics off of his new supply. "However many of my troops, they will assist you in mining the red energon."

"You are gracious, my Liege. Am I correct to assume that you traveled from Earth to a closer distance as a means to reduce the amount of energon required for your open a bridge to my location?"

"You know me too well."

"It would be most logical if the Nemesis remained stationary in its current location until the red energon had been completely harvested. I must request that all harvesting tasks be carried out by your Vehicon drones while I begin processing the substance."

"Ever the model of efficiency. As you wish. When we return to that miserable planet, the Autobots will never see us coming."

"Lord Megatron, I do not intend to question your methods. However, may I propose an alternate, more effective means of utilizing this supply of red energon."

Megatron was intrigued even further. Whenever Shockwave had an idea, it was always bound to be groundbreaking.

"An arsenal, my Lord, powered by red energon."

"And arsenal, you say?"

"I have already begun producing concepts and designs for small arms and defenses. If you may permit me access to your armory, I can begin upgrading your arsenal. It will, however, be a difficult process that will require a fair amount of time before it is complete."

"With your mind at work against the Autobots, time will never be a factor. However long it takes, do what you must. Give me an arsenal that can remove the Autobots and Optimus Prime from the playing field once and for all."

"As you wish, my Liege."

Megatron looked on at his precious cargo once more. From this point forward, the Autobots were living on borrowed time. They just didn't know it yet.

* * *

"Primus, what have I done to deserve such chaos." Ratchet muttered to himself.

Miko was shredding her guitar once again, putting on a show for her audience. With the exception of Bulkhead and Airachnid, none were as enthusiastic about it as she was. Miko began singing the final lyrics of the song she was covering.

 _"Semenai de kesanai de makenai de_  
 _Dare datte motteru hazu yuzurenai mono_  
 _Ai dake yume dake kimi dake_  
 _Sore dake ha hanasanai donna toki demo_

 _Nani ga hoshii nani ga shitai doko ni ikitai_  
 _Yami o saite hashiri nukete tsukamitore_  
 _Through The Night."_

Miko struck her finishing pose and her present audience thanked their stars that it was over.

"Oh, thank Primus." Ratchet groaned.

"Why did we sit through this again?" Smokescreen questioned.

"Ah, can it ya' buncha' nances. Ya' wouldn't know talent if it bit your tailpipes." Bulkhead replied to the complaints.

"Don't listen to them, Miko." Airachnid said. "You're a bonafide rock star and you know it."

"Fraggin' right, I do." She said as she fist bumped her Autobot sis.

The group heard the sound of a motorcycle engine coming through the tunnel and knew that it was Arcee returning with Jack.

"Well, they picked the perfect time to come back." Ratchet dryly commented.

Airachnid was smiling, happy to see Jack again. But she expected their meeting would be a awkward, considering the message he had given Optimus. The duo pulled up and Jack immediately pulled off his helmet and looked up at Airachnid. He dismounted Arcee, who transformed and went straight to Smokescreen.

"We need to talk, rookie."

Smokescreen was caught by surprise.

"What's this I hear about you slacking on your duties as Sierra's guardian?"

Now, Smokescreen was like a deer in the headlights.

"Uh...I..."

He glanced over to Airachnid and was met with her purple glare of absolute disapproval.

"Heh heh, I can explain." He nervously said.

As Arcee began to tear Smokescreen a new tailpipe, Airachnid looked on to her partner's crush. The two made eye contact, but Jack looked away quickly. It was just as she suspected, things were awkward. Jack glanced back at her a few times. She could tell that he wanted to approach her, fixing his leg muscles to take the first steps, but always stopped himself at the last second. Airachnid was about to take the first step herself, if only to make it easier on him. Miko beat her to it, however, who had walked up behind him and slapped the back of his head.

"Ow! What the hell, Miko?"

"Hey dum-dum, what the eff are you waitin' for, a written invitation?" She responded.

"Dum-dum?"

" _Go_ talk to her, you dolt."

It seemed that everybody knew about Jack and his issues with Airachnid. Jack rubbed the back of his head, both as his usual tick and the pain from Miko's slap. He sighed in reluctance and finally walked over to Airachnid.

"Hey, Airi?" He said as he looked up to her.

"Hello, Jack." She responded with a smile.

"Can...Can we talk for a minute, alone."

She could already see the guilt in his eyes and wanted nothing more than to remove that guilt from his conscious. She knew one thing, by the time this conversation was over, one of them would be crying. Her money was on both of them.

"Come walk with me, Jack." She said.

The two of them left the area together and went down the corridor. Arcee noticed this and cut short her verbal lashing of Smokescreen.

"Where's Jack going with Airachnid?" She asked suddenly.

Sierra noticed the bit of urgency in her voice. She, along with Rafael and Miko stood in Arcee's path.

"Uh...they're just..." Miko tried to say.

"They're just hashing things out, Arcee." Sierra managed to finish.

Bumblebee and Bulkhead stepped forward.

 **"Are they having a fight?"** Bumblebee asked.

"No, they just..." Rafael begun.

Once again, Sierra finished.

"Airi and Jack are having a long overdue conversation, that's all."

Bumblebee and Bulkhead seemed satisfied with that answer and went about their business with their partners. But Arcee couldn't pull her gaze from the corridor. She wanted Jack and Airachnid to patch things up so he could stop blaming himself for her injuries. But the thought of them together, alone...She couldn't help but feel nervous.

* * *

For whatever reason, whenever Jack and Airachnid wanted to be alone, they always ended up in the room that housed evil Airachnid. That's the name the human began referring to the Airachnid of this world, meaning they saw Airi as their own. This made her smile, but at the moment, she and Jack were about to have a very difficult conversation.

They stood across from each other, Jack with his head down while Airi looked on sympathetically.

"You...You look good, Airi." Jack said.

Airi took her chance to lighten the mood.

"Are you flirting with me, Jack?" She cooed.

But Jack's face didn't even change color. Her tease had no effect on him. This was telling of how he was feeling.

"I'm glad you're back your feet...I mean, pedes. Ratchet did good work. I really need to thank him."

"Jack."

Jack stopped talking.

"I think we need to clear things up between us." Airi said.

Jack exhaled through his nose in reluctance.

"Why are you doing this to yourself?" She asked.

He wasn't able to answer.

"Tell me why you blame yourself. Why do you think you're responsible for what happened to me?"

Jack looked around, trying to think of the right thing to say.

"I...I don't think I'm responsible...Not completely."

"Why do you think you are at all?" Airi questioned a little more sternly.

"I...I just..."

"Jack."

No answer.

"Look at me, Jack."

From the way he kept his eyes averted, it was as if looking at her would cause him physical pain. But after a few seconds, he forced himself to look at her.

"Tell me the truth."

Jack wished she didn't use those words. The truth is what he didn't tell her, which was why he felt guilty in the first place. He let his head lower again.

" _Don't_ take your eyes off me, Jackson." Airi ordered much harsher.

She didn't want to be this way with him, but he needed to confront whatever was holding him back from her. His mother was like this to him whenever he messed up. Airi had learned from the best. Jack looked at her again, still with guilt in his blue eyes.

"Why do you think this was your fault?"

Again, Jack took a few seconds.

"I've been thinking about it a lot. Arcee, Sierra, and Miko all told me the same thing. What I did didn't cause what happened."

"They're telling the truth, Jack." Airi said. "What happened between us that night was the last thing on my mind when I..."

Airi had to stop. Things had gotten a bit easier for her, but she wasn't there yet, not ready to talk about the details.

"If you're thinking that you being taken away had somehow distracted me on the field and caused that, you're wrong. Optimus would not have let me go out there if he thought I was unfocused."

"I know...I...I just..."

Jack was just unable to keep his eyes on Airi and looked down once again. He had begun trembling, unable to say what he really felt. His face was lifted by Airi's slim digit, making him look at her. But her gaze was not harsh in the slightest. She was sad, sad as she had been when they first met. This only made him feel worse. But with her optics right in front of him, he couldn't put it off any longer.

"I lied to you, Airi."

Airi shook her helm a bit.

"Alright, you lied. You think you're the first person to ever tell a lie?"

"But it hurt you, me lying."

"Wrong, it disappointed me, but it didn't hurt me."

Jack pushed Airi's digit away and averted his eyes once more. But he was still talking.

"When Mom showed up and took me out of base, it hurt you. I saw the look on your face."

Unfortunately, there was truth to that. Believing Jack wouldn't be coming back not only hurt her, it scared her. It was almost like losing him again. But that couldn't have been where the guilt was coming from.

"You made a mistake, Jack. Surely, it wasn't your first. You're still a kid. The young have an infinite grace period of making mistakes."

"No...This time, I really messed up."

"Come now. I simple lie couldn't have..."

"I ruined things for you with Mom." Jack said suddenly.

Airi became quiet and Jack was afraid to even look up. His eyes were shut tight, fearing the look on her face if he opened them.

"I ruined the only chance you had to get her to like you."

Airi was at a loss for words. She remained silent and waited for Jack to continue.

"Mom wasn't here for me that night. Arcee had talked to her earlier. She convinced her to let me come back to base. She somehow managed to talk her into giving you a chance."

Jack took a long, shaky breath.

"So...she came over to talk to you. She said she was looking for a reason to trust you. But I was there when I wasn't supposed to be."

Now, Airi was silent.

"I see."

"We had one chance to get her to understand...and I blew it. If I had just told you from the beginning what was going on and stayed home like I was supposed to, Mom would've came around and...But I just kept lying. I kept coming behind her back and when she saw me she...I messed it all up. I messed it up for you and almost destroyed my partnership with Arcee, all because I couldn't tell the truth."

Jack waited to hear what Airachnid was about to say. Even if what Sierra had said to him was right, he was still afraid of Airi being mad at him. This was the first she was hearing about the real reason June was there.

"And why _couldn't_ you tell me the truth, Jack?"

"Because...Because, I knew it'd make you sad."

Jack sat down on the ground, but still didn't look up.

"It was the night Miko got hurt. Mom used it as an excuse to put her foot down. She said she didn't want me at base if you guys couldn't protect us. But it was really to keep me away from you."

This was news to Airi and hearing that June would take advantage of such a horrible thing, she'd be lying if she said she wasn't a little disappointed in her. Jack wasn't the only one making mistakes it seemed.

"I wasn't supposed to be there, but I begged Arcee to bring me."

"And why would do that?"

"Because this was right after you got the third degree from Fowler and I thought you might need me."

Airi remembered how worried Jack was that day after, when they talked.

"Listen to me." Jack scoffed. "Acting like I'm the solution to everything. That's what started this whole..."

"Jack."

Jack stopped. Airi did not want to hear him berate himself more than he already was. Jack continued on.

"I _was_ worried...But when I saw you, I saw how happy you were."

Airi remembered that this was the day after Optimus asked her to become a full fledged member of Team Prime. She was, indeed, very happy that day.

"I didn't want to ruin that for you."

Airi understood right then and there because her Jack was the same exact way. He hated to deliver bad news.

"Jackson." She said in sympathy.

"I just couldn't bring myself to tell you he truth. Everyday after that, I tried, but...you were always so happy and I was so used to seeing you down or upset and I didn't..."

Jack was suddenly lifted up and held against Airi's spark chamber. Her chassis was much warmer than it had been the night she ran into Starscream. She held him close, as close to hugging him as a being of her size could with a human of his.

" _Oh, Jack_."

"Airi?"

" _Jack, Jack, Jack...I love you so much...But you're an idiot_."

"Okay...I deserved that."

"If I _didn't_ love you so, I would tear into you as if I were possessed by June."

"I would deserve that too."

Airi sat against the wall and out of nowhere, she laughed. Jack looked up in confusion. It started off lightly, but Airi clearly couldn't stop herself.

"What's so funny?"

Airi calmed herself for a brief moment.

"You...You did something like this in my world also. You lied about something very minor, thinking it would hurt me if you told me the truth and it just snowballed into something much bigger. It ended with you sitting there with that same sad puppy look on your face. It never ceases to amaze me how the two of you are _exactly_ same when all of us are so different."

Jack felt a bit of relief to know that Airi wasn't mad in the slightest. What she had said earlier was a little comforting, but seeing her laugh was more convincing. Airi looked up, still holding Jack close and now stroking his back.

"Even when you do the wrong things, you do them with the best of intentions. All your actions come from your heart. I've always loved that about you."

She looked down with a loving smile and Jack felt a little more worthy of it.

"Alright, so you weren't honest with me about your mother and it may have gotten in the way of her and I coming to understanding."

Jack looked down again.

"That's not to say that you burned that bridge between us, Jack. You've merely delayed it, much longer than I'd like...But she was still there, willing to give me a chance."

"But, I..."

Jack was silenced by Airi's digit over his mouth.

"You're here. You're here because June came around. That says she trusts me enough not to hurt you. And I had heard from Bulkhead that your mother was also concerned about me while I was recovering. So, I know a small part of her cares. That's enough for me, Jack. Thinking that she hated me _did_ hurt me. But I can actually believe that she may come back around."

Airi placed Jack down in front of her.

"But more importantly, Jack, is that no matter what happened between her and you, I could never hold a grudge against you."

Jack was finally able to look up and into her optics without wanting to look away. His eyes were wide with disbelief.

"Jack, you _are_ my partner. In this world, or my own, regardless of who you ride with, I will always see you not simply as Jack, but _my_ Jack. You, Sierra, Miko, Rafael, you four are my universe. I would never want to lose any of you in any capacity. So, I could never stay mad at you over anything. I may be a little disappointed in you from time to time, but you're young and you're going to make mistakes. We all do. But there will never be a time where I won't want you around."

Airi moved forward and crouched in front of Jack, running her digit down his cheek.

"You are very important to me, Jack. And I don't care if you get sick of hearing it, I will never stop telling you that I love you."

No, she would not, because she had never told her own Jack and regrets that everyday. Jack could feel his eyes watering up and Airi knew what was coming.

"And don't you even think about crying because if you do, _I'll_ end up crying and then we'll both go out there looking like a pair of blubbering idiots."

Jack laughed, even though a few tears had fallen and forced him to wipe them away.

"Oh, for Primus sake. You had one job, Jack." She laughed.

"Okay, okay." Jack chuckled. "I'm done, I'm done."

Jack sniffed back his remaining cry and kept himself composed. He and Airi looked at each other, smiling. The air had been cleared and things were okay between them.

"I'm really happy you're getting better, Airi."

"I'm happy you're talking to me again."

Jack walked towards Airi and she held out her servos down to give him a platform to stand on. He walked onto her servos and she brought him to face level. When he was within reach, he moved forward and wrapped his arms around her neck.

"And I'll never get tired of hearing you say it." He said.

Airi nuzzled Jack's body with affection and when he pulled away, she brought him closer and kissed his cheek. Even though he was so red that Airi was considering him inheriting Sierra's nickname, he was still smiling. She let Jack down and the two of them left the storage room side by side.

Airi looked over her shoulder back at the stasis pod with her evil twin sister, who had been present during the entire moment. With a smug smirk on her face, Airi held her middle digit up at Airachnid, something she'd seen Miko do many times at Decepticon Bulkhead, and walked away. She really hoped that evil Airachnid was able to see the whole thing.

* * *

When the two of them reentered the main hall, everyone noticed the change in both of their postures, none more so than Arcee. Rafael walked up to the two of them.

"Is everything okay?" He asked.

"Of course it is, little one." Airi replied kindly. "Me and Jack just had a little chat."

Miko peeked over the railing of the common area.

"So you got'em to pull his head out his butt?" She said.

Jack ignored Miko and went up to the upper area. He and Arcee exchanged looks and while they both smiled at each other, she seemed a bit unsure about something. He wondered what was up, but figured they'd talk about it on the ride home. When he got to the top, he was met with Sierra, who was the most curious about what he and her partner talked about.

"You guys talked it out, huh?"

"Yeah, we did."

"And?"

"Everything's alright, Sierra. Everything's gonna be fine...I'm there for her, now. I'm sorry I wasn't before."

Sierra was happy to know that things were patched up between Jack and Airi because that met they could all work together to get her through her troubles. Without thinking, Sierra hugged Jack out of gratitude, though she held him tighter than she intended to. She saw Airi below her, smiling at the two of them. She said nothing, only winking at the ginger teen with a knowing smile. Sierra blushed hard enough to keep her nickname and let Jack go. But she was still very happy.

The whole mood of the base was lifted considerably. Everyone, even Arcee, welcomed the change in atmosphere, after the dreary black cloud of Megatron's action had loomed over them for so long. The only one seemingly unhappy, was Ratchet. The medic had slipped away from the group and went to find Optimus.

* * *

The Prime had busied himself by checking the amount of energon they had in their possession when Ratchet had found him. Optimus didn't even have to turn to know he was there.

"Is there something you need, old friend?"

Ratchet waited for a moment, but went in to give his bit of concerning news.

"I've managed to pick something up on the satellite Rafael had hacked into a while back."

Hearing the hesitance to speak in his voice, Optimus turned to face Ratchet.

"And what is it that you have discovered that concerns you, Ratchet?"

Ratchet had a dead serious look on his face.

"It was the Nemesis, Optimus. For whatever reason, the Decepticons have left the solar system."

With that, Optimus' expression became that of grave concern.

"I don't suppose that they've decided to give up and leave Earth be?" Ratchet dryly commented.

"It is highly unlikely that they would. If the Decepticons have left the solar system, it stands to reason that are either looking for something or they have found something. Whatever it may be, it is without question something of great importance to them."

"Meaning...It's something they could use against us."

The implication hung over both their helms.

"It may very well be, old friend. And since we cannot follow them, we can only be ready for when they return."

* * *

The space bridge activated and Megatron stepped through, alongside Shockwave, who was carrying a small supply of red energon. Knockout was intrigued by the sight of it.

"Is that...red energon?" He asked.

"Correct, Knockout." Shockwave replied.

"Knockout, Shockwave will be commandeering your work station." Megatron said.

"Uh...My Liege?" Knockout asked in confusion and slight annoyance.

"Is that a problem?" Megatron asked sternly.

Knockout backed down.

"N-No, my Liege."

Megatron turned back to Shockwave.

"Everything in the lab is at your disposal, Shockwave. Begin working on my arsenal immediately. The Vehicons will carry out all harvesting operations."

"As you wish, Lord Megatron."

Knockout was curious as to what the two were talking about.

"An arsenal, Lord Megatron?"

"Indeed, Knockout. Shockwave is on the verge turning the tide against our enemies. When we return to Earth, the war against the Autobots will be taken to their sanctuary and that miserable planet will be ours."

Knockout seemed as pleased as Megatron and let go of any protests of having his work station taken over. However, Megatron was not happy with his numbers. The fodder he had at his disposal was sufficient, but with Airachnid still at large, he was unwilling to risk losing his Insecticons and worse, losing them to the Autobots. And since losing both Breakdown and Hardshell, he was lacking in ranking subordinates.

"Soundwave, when we return to Earth, I want you to locate Starscream."

The mention of his name got Dreadwing's attention. Knockout stepped forward.

"Starscream, my Lord? No one's heard from him since..."

"Since he foolishly attempted to assassinate me with his inferior clones. Indeed, Starscream has been cowering in fear beneath whatever rock he's been hiding under. However, if we are going to attack Optimus Prime and the Autobots along with the many Iacon relics they have in their possession, we will need all the mech-power we can afford. Rest assured, I will not be turning my back on that untrustworthy coward. And once we have won the war, I will dispose of him accordingly, right alongside the other traitor."

Soundwave nodded in understanding and the Decepticons began working as they were while Megatron retreated back to his quarters. Dreadwing headed to the training facility to blow off some steam. However, the thought of working with Starscream did not sit well with him.

It came out, not long after Starscream had abandoned Megatron, of what he had attempted to do with dark energon and Dreadwing's twin, Skyquake. Starscream had desecrated his frame by bringing him back as a Terrorcon. Even worse, he had never revealed the location of his frame. So, Dreadwing couldn't find him to make sure he was put down and give him a proper burial. The new armada commander despised Starscream for that and wanted nothing more than to cut him down...And Megatron knew that. For him to want to bring Starscream back and trust him again, however little that was, Dreadwing couldn't help but feel a bit betrayed.

But this was Megatron's will and it was all for the greater good of the Decepticons. He would bite his glossa and do as he was ordered, if only to achieve the endgame. Once the Autobots were defeated, Dreadwing would be the one to take Starscream's helm. His brother deserved that bit of justice.

* * *

 ***Sigh* I did it again. Where was I this time? Okay, here's the thing...Jessica Jones Season 2. I know, I know, but I was hooked. Come home, watch an episode, go to bed. I couldn't pull away, even more than The Defenders and The Punisher. So, I slacked on my writing. Sorry about that.**

 **So, here we are. As it turned out, it wasn't what happened to Airi that had Jack on such a guilt trip. It started out that way, but what Sierra and Arcee had told him did sink in. But he knows how much being disliked by his mother affects her and the fact that he derailed what he thought was her only shot was weighing heavy on his mind. But, he manned up and talked to her and the two of them are okay now, which is good because Airi does need him. Of the human support system she has, Jack and Sierra are her two strongest pillars.**

 **Speaking of which, she and Sierra have truly formed a strong bond, enough that Sierra worries about the day she thinks is coming, Airi going back home. It's gotta suck for Airi to be unable to ease that worry without revealing the truth. But with her becoming even closer to Sierra and Jack, she's one step closer to being able to talk about what happened. You are not ready for the feels on that day.**

 **But things are not all smiles and laughs. Megatron has met up with Shockwave and work on the Red Energon arsenal has begun. Plus, the 'Bots are not ready to be dealing with the Predaking they don't even know exists. The only good thing is that it's gonna take some time to harvest all that red energon. And, if nothing else, Ratchet and Optimus know that the Decepticons are up to something. There's still time to prepare.**

 **I know that Dreadwing didn't find out about what Starscream did until after her returned with the four Omega Keys, but I changed it in this story so it had been common knowledge and Dreadwing despises Starscream for it. He isn't happy to have to be working with the Seeker.**

 **If I accidentally typed Soundwave instead of Shockwave throughout the story, I apologize. Also, any of my anime fans recognize the song Miko is singing in in the beginning of the chapter?**

 **Well, I hope your enjoyed this chapter, short as it was. Now it's time to get back to The Sad Man to see what's going on with The Autobots, Spawn, and Jack. Things are about to get messy. I'll be seeing you guys then. Thanks for all the support and love. Peace.**


	19. Chapter 19

Airachnid was still trying her best not to move, which was easier said than done while she was sitting up. Ratchet was working behind her cautiously, setting in the connection plugs on her back, where Megatron had removed her legs.

"Shouldn't be much longer, Airi."

"Take your time, Doctor. You work best at your own pace."

"Well, hopefully after this, you'll be at _your_ best and back on the field."

Days had passed since Airi's protoform surgery and she had made a great deal of improvement. Ratchet had replaced the patch job on her frame with a newly built chassis. Aside from her spider legs, she was pretty much all fixed up. Once her protoform had settled and she felt no pain, Ratchet began working on the joints that connected to her legs.

"Alright, the connection points have been repaired. All that's left is..."

"Putting my limbs back." Airi finished.

Ratchet left her side to retrieve her spider limbs. When he returned, she saw that they too had been restored to near flawless condition. The denting and deformation of being mech-handled by Megatron had been buffed out. They were even given a paint job. Ratchet must've worked diligently to restore them.

"I'm sure you'll be happy to have these back."

Airi smiled, knowing that Ratchet had worked so hard for her sake.

"Absolutely, Doctor Ratchet."

Ratchet motioned her to turn around and prepared to reconnect her limbs.

"I've turned off your pain receptors. The re-connection of limbs is often an unpleasant experience otherwise."

"Well, I've certainly had my share of unpleasantness recently."

"Let me know if you feel any discomfort."

"I can handle it, Doctor. Go'head and do what you do best."

"Alright, then."

Ratchet was about to attach the first limb."

"Doctor."

Ratchet stopped what he was doing to look at Airi, who turned her helm to see him.

"Thank you for everything you've done."

Now, Ratchet smiled at Airi.

"No Autobot under my care ever needs to thank me, that includes you, Airi. But you're welcome nonetheless."

Ratchet got to work. It was a little uncomfortable for Airi to feel her joints being reconnected, but not painful. Once she was fixed up, she could get back into the field and back on the road with her humans. She missed her drives with Sierra and was looking forward to her race with Bumblebee. She still wanted to take Jack up on his offer.

But of course, once she was back in the field, she was destined to run into _them_ again. Unfortunately, even with all the recovery she'd gone through, she still wasn't ready for that. But whether she liked it or not, the time would come. With any luck, she'd have the strength to confront them...and him. She was not going to fall again and put her humans through any more than she already had. Never again...Megatron was never going to harm her again.

* * *

Megatron looked up at what the Vehicons had mined from the red fields. His storage space was almost filled to capacity. The warlord was eager to put this element to good use against the Autobots. He couldn't help but wonder what Shockwave was going to create for his red arsenal, but he was excited to find out. The Autobots had no idea of what was happening at that moment. The wait to see their reaction when they realize that they lost was almost too much to bear. But he had waited this long to snatch his victory. The wait for the red energon to be processed would be well worth it.

"Lord Megatron."

Megatron turned to see Knockout running up to him.

"Lord Megatron, we've run into a bit of a snag."

Megatron did not want any bad news to get in the way of what was happening.

"What is it, Knockout?"

"We need to go back to Earth immediately."

It wasn't bad news so much as inconvenient.

"Explain." Megatron demanded.

"Well frankly, My Lord, we're running low on energon."

"How low?"

"I did the math and if we bridge back now, we can make it to one of our mines and resupply without having to become stationary."

"Bridge back to Earth, from this far out in space?" Megatron asked impatiently.

"My Liege, the jump we made from Washu Galaxy still used up a lot of energon. If we open a portal back there, we won't have enough to fly back to Earth. The jump from here will leave us just enough to stay airborne until we can fuel up again."

This was extremely inconvenient. Even with all that had been mined, there was still more than half of the field left to harvest. Even though no one outside of the Decepticons knew of these fields, the warlord did not wish to leave them without picking them clean.

"Also..."

Megatron focused back on Knockout.

"Sure, we have quite a lot of red energon already...and frankly...we're running out of storage space."

"We have plenty of space in our fueling cargo."

"Yes, but then we won't have anywhere to put the energon we use for fuel. And we can't put red energon into our engines. We could blow the whole ship up."

Knockout was right. Red energon was an enhancement, not a fuel source. Without standard energon, they would be stranded on 3-9, living off of whatever they had. And since red energon took twice as long to process as regular energon, it wouldn't be long before they'd be unable to store any more of the element either way. It wouldn't make sense to continue stockpiling more than what they had.

"Knockout, set a course for Earth. I want you to leave two hundred Vehicon drones to continue mining the red energon. Leave them enough energon to keep them running without stranding or grounding the Nemesis."

"As you wish, my Liege. But...are we just going to leave the fields without protection?"

Megatron thought for a moment. He needed his ranking soldiers, all of them. He couldn't do without the mech-power with a good chunk of his army being left behind. Megatron was nervous about leaving his red energon unprotected against any other Autobots out there in space, but he was certain none of the Earth's Autobots would ever be able to make it to 3-9.

"The Insecticon Hive, they will provide the necessary protection against outside threats."

Knockout wasn't so sure.

"But Sir, what about..."

"Airachnid is still on Earth and her telepathic reach cannot possibly extend this far out on space. If she could, she would've been able to call upon the Insecticons that are still on Cybertron. They will protect my supply of red energon and as long as they are here, I won't have to worry about the traitor regaining control of them. Awaken them and give them their orders. Everyone else is to board the ship and prepare for another harvest on Earth."

"Yes, My Liege."

Knockout left to carry out his orders. Inconvenient this was, but nothing more. Precautions were being taken and the plan was still moving forward. Time was all that Megatron needed, time and patience.

* * *

Airachnid stood up to test out her reattached limbs. The procedure was painless, but it still left her exhausted. As she stood up, she stumbled a bit, causing Ratchet to come to her aid.

"Easy, Airachnid. Take it slow."

"I'm alright, Doctor."

Airi regained her balanced and stood straight. She took a bit of a step back, no longer used to having the weight of her legs behind her.

"Guess I'm going to have to get used to that again."

"If you need to adjust to the added weight, I would recommend taking time before going back out in the field."

Airi took a few steps forward, getting the familiar feel of her legs back. She looked at herself in the mirror, happy to see her old frame back. She felt like a new femme, no longer broken and defeated. She extended her legs and moved them each individually to test her motor skills. They moved well enough. Airachnid then shifted her leg blades from the ends.

"Primus, I've missed being able to do that."

She shifted them back and then shifted her legs back into her compartment, making easier to move.

"Everything seems to be in order. How do you feel, Airi?"

"I feel...I feel like I'm back."

Ratchet looked on, happy to see Airi standing tall again.

"Yes, you are."

Airi looked at herself in the mirror again, this time turning sideways to examine her figure.

"Yep, still got it."

Ratchet merely rolled his optics.

"You know, the children are all here. I'm sure they'd like to see you."

Airi's whole mood changed and she was suddenly excited to see her humans. She turned to Ratchet with the giddiness of a school girl.

"Well then, wouldn't want to keep my lovelies waiting."

Airachnid practically skipped to the door and stepped out into the corridor. When she looked out, she saw all four of her beloved children scattered about, waiting for her to appear. They turned to face her and all stood up when they realized that it was her at the door.

"Airi." Jack was the first to say.

Airi was caught off guard by this, her expression full of surprise. They had been waiting for her the whole time. They all gathered around her, happy that was fully recovered

"You look great, Airi." Sierra said.

"Thank you, Red. I feel great."

"I didn't hurt, did it?" Rafael asked.

"No, little one, it didn't. Doctor Ratchet made sure of that."

"So, you're back, right?" Miko excitedly asked. "You're back to kickin' 'Con butt?"

Airi didn't want to worry any of them so, she lied a little.

"You know it, little rock star."

Jack stepped forward, a very much calmer, but still a pleased smile on his face.

"I'm glad you're all better, Airi."

Airi knelt down and focused on Jack with gentle optics.

"You owe me a date, handsome."

Jack's blush would've made him the new "Red" if Sierra wasn't blushing as much as he was. Airi smiled and looked to Rafael.

" _You_ , cutey, owe me a race."

Raf blushed a little, but he smiled happily in excitement. Airi then looked to Sierra and walked over to her.

"And you, Red, you and I are long overdue for a drive."

Sierra was surprised to hear that.

"A-are you sure, Airi?" She asked.

Airi scooped Sierra up and placed her on her shoulder.

"I've been cooped up in here for weeks and I'm not waiting another click to burn rubber with my partner."

Airi and Sierra left the corridor with Jack, Miko, and Rafael following behind her. Ratchet watched them all leave, happy that things were going back to normal.

The crew made it to the main hall and Airi placed Sierra down back the steps to the upper platform. She stepped into the middle of the hall and prepared herself to transform. This would be the first time since her injury and she wasn't sure if her T-Cog was ready for the shifting yet.

Airi took a few moments but she managed to take her alt, beautiful and sleek as it was. Jack, Miko, and Rafael stared in awe, forgetting just how Airi looked in her alt. Sierra walked up to her partner, running her hand across the edge of the roof.

"God, I missed you, Airi."

Airi popped her door open.

"The roads calling our names, Red-top."

Sierra was about to get into the drivers seat, but then the Autobots returned through tunnel from a scouting mission. They transformed at the sight of Airi's alt, surprised to see her able to transform.

"Hey, look who's back on her wheels." Bulkhead said.

Arcee walked up to Airi and Sierra.

"Ratchet finished fixing you up, huh?"

"Yes, he did and I've never felt better, Arcee."

Arcee was glad that Airachnid had recovered, despite her own reservations towards her.

 **"Where are you guy's goin?"** Bumblebee asked.

"We're just going for a drive, 'Bee. Me and Sierra haven't hit the road in so long."

Jack looked to Optimus, expecting him to say something, but he didn't. As much as he didn't want to be, Jack was going to have to be the voice of reason...and the rain on Airi's parade.

"Um, Airi?"

"Yes, Jack?"

"You sure going out is a good idea?"

Airi turned her mirrors to Jack as everyone else looked at him. She could see he was worried about something.

"I mean, you're back in top form but...the 'Cons...they're still out there."

Jack didn't have to see her bipedal to know that what he just said had lowered her mood.

"You could run into them, are you ready for that?"

Airi was silent and Jack knew that he pretty much soured the mood of the whole base. But he didn't want her to get hurt again. Jack looked to Optimus once more, hoping for the Prime to agree with him. But to his shock...

"Perhaps...it would be wise for you to allow another Autobot to accompany you."

Everyone turned to Optimus, shocked at his suggestion.

"Optimus." Jack said in what sounded like protest.

"While it is true that the Decepticons may very well be searching for Airachnid, I believe that her being allowed to leave the confines of Omega One to be as essential to her recovery as treating her injuries. I understand that you wish to spend some time alone with your charge, Airachnid. But for now, it would be best for you not to travel alone, especially while you carry Sierra."

Everyone turned back to Airi, who was holding a poker face with her alt form. Truth was, she just wanted to spend some time with Sierra on the road. It didn't matter to her if they were alone.

"You're right, Optimus. It's better to travel in pairs than alone."

"I am glad you agree."

Optimus turned to Jack and saw that he was still worried, but seemed to accept the terms.

"So, who rolls with Airi?" Miko asked.

"I'll ride with her?" Bulkhead offered. "Still owe you for savin' Miko's life."

"Bulkhead, you've been looking after Sierra since I've been down. You've done enough."

 **"Me and Raf can go with her."** Bumblebee offered himself. " **I mean, with us, you can go as fast as you want and we can keep up."**

"That's sounds more like your challenging me, Scout." Airi said.

Bumblebee looked away, not exactly denying it. Arcee looked down at Jack and saw that he still looked a little worried. She decided to throw her own issues to the wind and do something nice for Airi.

"Why don't we all we all go with her."

Everyone turned to Arcee.

"Arcee?" Jack questioned.

"Look, let's be honest. Since Airi took a hit, we've all been kind of...bummed out lately. When's the last time we did something as a team that wasn't a mission?"

Everyone began looking at each other, realizing that even since before Airi even came to this world, Team Prime hadn't really done much outside of missions.

"We all need a break from the rain cloud that's been over this team for weeks. If something happens, we'll just bridge back here. What do you guys say?"

Everyone turned to each other, thinking about the idea.

"I believe Arcee makes a valid point." Optimus spoke up. "Team Prime functions best not just as a team, but as a family. As such, it is important to make time to spend with one another in leisure as well as in combat. We have all endured a great deal this past month. We all have much to recover from. I will man the ground bridge from here. All of you can leave the base and enjoy your time together."

Smiles began to spread on everyone's faces, even Jack's. If Optimus said it, then it was what it was. The Autobots all took their alts and their charges took their seats. Even Smokescreen was prepared to join them.

"Alright, Prime Squad. Let's get the show on the road." Miko said as she began blasting heavy metal from Bulkhead's radio.

"You wanna lead us off, Airi?" Rafael asked.

Airi answered by revving her engine, which was followed by everyone else. Within seconds, Airi took off through the tunnel and Team Prime followed behind her. Optimus watched them go and was glad for the decision he made. Ratchet came up behind, surprised with said decision.

"Never known you to throw caution to the wind." He said.

Optimus remained focused on the tunnel his team left through.

"The Nemesis has left Earth for reasons we do not know, Ratchet. For the moment, Airachnid is safe from them. They all need this time together. When Megatron returns, I have no doubt that what he brings with him will leave very little peace for us to enjoy.

* * *

Airi was speeding down the desert road as fast as she could, her windows open so Sierra could feel the wind in her hair.

"Jesus Christ, I've missed this!" Sierra shouted. "I Love My Partner!"

Airachnid laughed in amusement, but also affection. Never a bad thing to hear from one of her humans. Suddenly, Bumblebee pulled up alongside them. Rafael looked out the window and waved at Airi and Sierra. But Bumblebee pulled forward ahead of them, cutting them off.

"No. He. Didn't." Sierra said.

"That little..." Airi followed. "Alright, Scout. You want a race, you got one."

But they were cut off again by Bulkhead, who had Miko sitting on the edge of the window, making devil horns with her and fingers.

"WHOOOOOOOO!" She shouted over he blasting heavy metal.

"She's effing crazy." Sierra said.

"Yeah, but that's why we love her." Airi replied.

Airi and Sierra heard a horn honk beside them and saw Smokescreen's alt pull up of their left. His voice was then heard through Airi's radio.

 _"Man, you guys really make me wish I had a partner of my own. You sure there's no other humans on your team, Airi?"_ He asked.

"I keep telling you, you can always find Vince." Airi answered.

 _"Not after that punk threw a cheeseburger at my window."_

Sierra then heard the sound of another motor to her right. She looked out her window and saw Jack and Arcee pull up beside her. Jack looked over and held two fingers to his head and saluted the two of them. Sierra smiled back at him and for a few seconds, they held looks on each other. Realizing what they doing, they both looked away and Jack popped a wheelie to pull ahead. Sierra couldn't help but watch him.

"Longing look you're giving him there, Red."

Sierra looked down at the steering wheel in embarrassment.

"Oh, shut up, Airi."

" _Move on him soon or I will_."

"Wait, what?"

"He's a handsome boy. I wouldn't mind a human if it were him."

"Oh, my God. You did _not_ just say that."

 _"You two know I'm still linked in, right?"_ They heard Smokescreen say over comms.

"Oh, God!" Sierra said as she covered her face.

"Not a word of this to Jack, Smokescreen. I will devour you."

Airi then got a signal on her comms and saw that it was coming from Miko. She opened the link up and felt it was opened for all the Autobots.

 _"So guys, I got to thinkin'."_ Miko started. _"Now that Airi and Sierra are official on Team Prime, I think it's time we initiate them proper."_

"Initiate?" Both Airi and Sierra asked.

 _"It's nothin' serious, Sierra. Just something we did a while back when we first met the Autobots."_ Jack replied.

 _"Aw man, we haven't done that in a while."_ Bulkhead said.

 _"We did it for Smokescreen and Wheeljack, but that's about it."_ Raf followed.

 _"What do you say guys, do we jump the newbies in?"_ _ **Miko asked.**_

The comms were silent, but Sierra saw both Jack and Rafael smiling from their partner's alts.

 _"It's practically tradition. It'd be wrong not too."_ Jack answered.

 _"We doin' this, Miko?"_ Bulkhead asked.

" _Flippin' right, we are."_ Miko said with pure enthusiasm. _"You know what to do, Bulkhead. Give me that 80's goodness."_

Sierra and Airi didn't know what to expect. Suddenly, music started coming through Airi's speakers. It was playing though all the comms and speakers of the Autobots and their charges. Airi heard music and recognized it right away.

"Oh, My Primus."

"Airi?" Sierra asked.

"I know this song."

" _You_ know _this_ song?"

"Do you?"

Sierra blushed a little, clearly this being a guilty pleasure for her.

"My Dad loves 80's music. Played it all the time when he gave me rides back in middle school."

 _"Hey, if you know the words, don't get left out."_ Miko said.

 _"You leadin' us off, Miko?"_ Arcee asked.

 _"Heck yeah, I am."_

The song kicked off proper and Miko sang along with the vocalist with all the energy as the rock star she was.

 _"You got the touch_  
 _You got the power_  
 _Yeah!"_

The intro music began and the Autobots all fell into formation around Airi. The femme couldn't believe it. The humans of this world had the same ritual as the ones of her world. Though, the song they favored was a different one, this was one of their many choices. The nostalgia should've made her sad. But it didn't...She was with her humans and she was having fun.

Miko continued with the first verse, this time with Bulkhead singing with her.

 _"After all is said and done_  
 _You've never walked, you've never run_  
 _You're a winner."_

Jack and Arcee sang the next part.

 _"You got the moves, you know the streets_  
 _Break the rules, take the heat_  
 _You're nobody's fool."_

Rafael did the next part, while Bumblebee merely played a recording of another cover artist's vocals.

 _"You're at your best when when the going gets rough_  
 _You've been put to the test, but it's never enough."_

Just before the chorus, Sierra happily looked down at Airi's steering wheel.

"I think it's our turn, Airi."

"Don't get stage right, Red."

 _"You got the touch_  
 _You got the power_  
 _When all hell's breaking loose_  
 _You'll be riding the eye of the storm."_

The two were having a blast along with the rest of Team Prime. The next part was sang by all of them.

 _"You got the heart_  
 _You got the motion_  
 _You know that when things get too tough_  
 _You got the touch."_

The entire team was heard laughing through the comms. Clearly, not all of them were vocalists like Miko, but that didn't matter to any of them. What mattered was that they were all sounding bad together.

Back at base, Optimus and Ratchet were listening in on the little jam session. They were both smiling, Ratchet shaking his head in disbelief. This was Team Prime's way of welcoming Airachnid and Sierra into the family. Optimus was glad that Arcee suggested the idea of them traveling together.

The crew continued to sing along to the rest of the song they all knew, all the while, Airi felt her bond growing with each member of the team. For as long as she had been with this alternate world Team Prime, Airi was truly beginning to feel like one of them, not just with the humans, but the Autobots as well.

And for the first time since she had arrived in this world, Airachnid was able to forget about her past and for the moment, let it go. As they sang, Airi pulled her belt down on Airi, hugging her close.

 _"You're fighting fire with fire_  
 _You know you got the touch_  
 _You're at your best when when the going gets rough_  
 _You've been put to the test, but it's never enough_  
 _You got the touch_  
 _You got the power_  
 _Yeah!_  
 _You got the touch_  
 _You got the power."_

Airi truly felt at home now, her new home with her new family. She would never forget her first, but after a year of loneliness and hopelessness, the ones she lost would want her to move on, to be happy...And she was. She'd forgotten about Megatron, about her Decepticon counterparts. She was happy in this moment and wanted it to last forever.

* * *

The Nemesis ended up burning through what they had after bridging back to Earth, which was why they were currently docked. Thankfully, they had made it to one of their mines and were currently transporting fuel through the platform. Megatron oversaw the operation while Soundwave monitored outside activity to make sure they weren't interrupted by the Autobots. Shockwave continued his research and development into the "Red Arsenal" and was hard at work. Knockout was busy preening himself, as usual. Dreadwing, however, was struggling to remove the bad taste in his mouth at the thought of Starscream returning to the Decepticons.

Soundwave was also actively looking for signs of the cowardly Seeker to bring him back into the fold. Dreadwing just could not understand why Megatron needed him back with them at all. He was weak as well as a coward and notoriously untrustworthy. He had abandoned Megatron in a collapsed mine once before and even attempted to usurp control from him while he was stuck in stasis lock. There was no gain to have him back. But Megatron made his will known and Dreadwing would carry it out, regardless of how he felt. In the end, it would be him that got revenge for his twin. That was the only comfort Dreadwing could take.

The new armada commander left his quarters and decided to take a flight to clear his head. But when he made it to the airstrip, he saw Megatron take his aerial form and depart before he could. Dreadwing was curious as to where Megatron would be going by himself. He decided to find Knockout for answers.

He went to the medic's work area where he was still buffing his breastplate like a teenage femme. Dreadwing never understood his obsession with appearance.

"Knockout." He called.

"Not now, Dreadwing. I'm busy."

Dreadwing, lacking the patience to be brushed off, slammed his fist onto Knockout's work table to get his attention. Knockout turned to face him and put his buffer down.

"All right, all right. What is it, D.W.?"

"Lord Megatron has left the Nemesis. Do you know where he went?"

"If he didn't tell you, then you're not meant to know."

"I am his second in command and, therefore, tasked with fighting alongside him should the need arise. I simply want to know if I could be of assistance to our Liege."

Knockout sighed, growing impatient with Dreadwing.

"If you must know, he's off to find old Screamer."

Dreadwing pulled back in surprise and managed to hide the surge of anger he felt from showing on his face.

"Soundwave has already found him?"

"You're surprised? Soundwave is Lord Megatron's spymaster for a reason. Be it 'Con or 'Bot, nothing escapes his optics."

"I see."

Dreadwing was silent, trying to come to terms with this development.

"You're not planning on doing something stupid, are you?" Knockout asked.

Dreadwing moved his optics to Knockout, who held a warning look to him.

"Lord Megatron wants him alive, D.W. I don't agree with it either, but you know better than to go against our Lord, right?"

Dreadwing closed his optics and managed to let his aggression dissipate for the moment.

"Rest assured, Knockout, that whatever I intend to inflict on that traitorous coward will occur after Lord Megatron gets what he wants from him and not a moment before."

"...Good."

But Knockout's slow turn back to what he was doing indicated that he may not have believed Dreadwing. But Dreadwing was true to his word. He would swallow his anger and obey Megatron's command as he always had. But Starscream would not go unpunished for his actions. Dreadwing would make sure of that.

* * *

Somewhere in the rockies of the United States lied the half remains of a downed Decepticon spacecraft known as the Harbinger. Ever since being left behind to be captured by the Autobots by Airachnid, Starscream had made this his refuge from them and the Decepticons alike. During his time there, he had used what was left of the ships equipment to attempt moves on both factions, achieving success at neither. For his troubles, he had lost suffered the pain of losing several clones of himself, a powerful weapon in the Apex Armor to the Autobots, and even his T-Cog, leaving him forced to rely solely on the ships portable ground bridge and a slow moving hover-scooter to travel. Things have not been easy for the Seeker since he had gone rogue, at least, until recently.

A few days ago, Starscream stumbled upon a Decepticon controlled energon reservoir left completely unprotected. Being the opportunist, he took what he could and bridged back to the Harbinger before Megatron's loyalist could catch him. Days went by and with each one that passed, the mine remained unguarded. Starscream took advantage of this and continued to do so everyday the Decepticons did not return. He returned back from another day of looting his former master's supply. He had already stolen a good orbital moon cycles worth of unprocessed energon crystals. Starscream was very pleased with himself. It seemed like it was going to be another smooth day for him.

"Welcome back, Starscream."

The seeker yelped as he dropped the bundle of crystals he was carrying and turned around to find the very homicidal warlord he had been stealing them from resting against his console with a devious smile across his face.

"I was beginning to worry."

Starscream was left petrified where he stood, unable to even make a sound. Megatron found this most amusing, his smile never leaving his face.

"I believe this is where you welcome your guest and make him feel at home."

Starscream manage to strength to talk.

"O-of course, Lord Megatron. May I offer you a cube of energon?"

"Offering me my own property isn't exactly hospitality, now is it, Starscream?"

"I-I...I suppose not."

Megatron stopped smiling began to walk towards Starscream. The seeker managed a few measly steps back, but when Megatron stood over him, he dropped to his knees and immediately began to plead for his life.

"My Lord, I beg your forgiveness."

Starscream clasped his servos together, as if he was praying to Megatron.

"Forgiveness for what exactly, Starscream, stealing energon from my mines?"

"My Lord, I merely took a paltry amount, hardly enough to make even a dent your supply."

"Making an attempt on my life with your pitiful clones?"

"They did not act on my orders, Lord Megatron!" He lied. "I created them to protect me while I was alone. They went after you without my knowledge."

"Leaving me to die in that collapsing mine?!"

"I went back for you. I swear, I did!"

"Ripping the shard of dark energon from my spark!"

Starscream dropped to Megatron's pedes and bowed his helm in surrender.

"I beg you, Lord Megatron, mercy!"

"You've done nothing but plot against me since the day you were welded with that insignia. I can't decide whether you're more conniving or stupid."

"I'm stupid! I'm Stupid!"

Having lost patience with Starscream cowardice, Megatron kicked him the chassis and knocked him of his back. Starscream struggled to rise from the pain he was in while Megatron turned his back on him in disgust.

"Pathetic."

For a moment, Starscream considered using this chance to strike Megatron while he had his back turned, but he knew that all he would accomplish would angering him even further. Just as he had when Arcee had him at his mercy, he resigned himself to his fate.

"My Lord, may I ask one request."

"You have some nerve, Starscream." Megatron stated without turning around.

"Please...Make it quick. I won't fight you...Just finish it."

Megatron turned back to Starscream, surprised at his acceptance of death.

"You would give up without a fight?"

"I can't beat you. I've tried and failed so many times."

"So now." Megatron began as he walked back to Starscream with his sword drawn. "You understand your place in the universe."

"I-I understand...I've brought this on myself."

Megatron put his sword to Starscream's throat, he merely looked down and waited for his end. Megatron removed his sword and withdrew it.

"Get up, you fool."

Starscream didn't hear him for a second, but when he realized what Megatron demanded, he looked up in confusion as he walked away.

"Lord Megatron?"

"I said get off your knees! I'm not going to kill you...yet."

The Seeker hesitantly stood up.

"If you prove your worth to me, I may let you live."

Starscream did his best to appear as civil as possible, not wanting to give Megatron a reason to change his mind.

"There had been a development in your absence, Starscream. Several, in fact."

"Such as what, my Lord?"

"Shockwave has returned from exile."

"Shockwave?" Starscream asked in surprise. "I figured him for dead."

"He is very much alive and already, he has provided us with a new means to defeat the Autobots."

"A new means."

Megatron didn't care to elaborate further. Starscream didn't need to know the details yet.

"We finally have a way to rid the universe of Optimus and his followers for good."

Starscream hesitated before he questioned Megatron.

"But?"

Megatron fumed a bit, thinking about other events that had taken place.

"Airachnid has abandoned the Decepticons yet again."

Starscream pretended he wasn't already aware of that.

"Did she?"

"What worse, she had thrown in with the Autobots. She's gone turncoat."

Again, Starscream had to act as if this was news to him.

"I knew she couldn't be trusted, but to side with the Autobots?"

Megatron turned around and looked at Starscream, as if he knew that he had once attempted to join them as well.

"Because of her defection, I was forced to relocate my Insecticon hive to another planet so that she may not regain control of them and turn them against me. Because of this...I cam left somewhat short-servoes."

Megatron walked up to Starscream and stood before him.

"Shockwave may provide us with the solution to destroy the Autobots, but it still requires reliable servos to carry it out. And unfortunately, the only reliable servos available are the ones still under my command and that leaves me with little choice but to settle for you."

Starscream was beginning to understand.

"You have two choices, swear your loyalty to me here and now and never attempt to undermine me or betray me in any way and I will allow you to return to Nemesis so you can stop scavenging my mines like some parasite...Or we settle the matter of your many betrayals right now and I take back what you have stolen from me."

Starscream didn't waste a second. He dropped to his knee and bowed his helm.

"I swear my loyalty to you, Lord Megatron. I foolishly believed that I could lead the Decepticons better than you could. But my time alone has shown me that I am incapable of even leading myself. I will follow your every command without question or hesitation. You have my word."

Megatron slowly grabbed to top of Starscream's helm and knelt down as he forced him to look into his optics.

"And if you ever betray me again, I will rip every one of your limbs from your frame and watch you die a slow and painful death. Do you understand me, Starscream?"

"I understand, my Lord."

Megatron held his gaze, looking into Starscream's core. He released him and stood back up.

"Stand up, Starscream."

Starscream obeyed as Megatron contacted Soundwave.

"Soundwave, open the ground bridge."

Megatron turned back to Starscream once more.

"This is your last chance, Starscream."

The ground bridge opened up behind him, but Megatron didn't turn to leave.

"My last act of mercy."

Megatron turned around and left through the portal, which remained opened for Starscream. Knowing that the window would only be opened for a few moments, Starscream quickly grabbed the T-Cog he had salvaged from one of his clones and followed behind Megatron. He was back with the Decepticons, a rogue no longer. But not everyone would be pleased with his return, as he would soon find out.

* * *

Megatron came through the ground bridge first and after a few seconds, Starscream came in behind him. He was met the the smirking welcome of Knockout, the unreadable visor of Soundwave, and a hostile glare from Dreadwing. The Seeker felt a little stage fright from all the focus upon him and he sheepishly looked up at Megatron, who looked back at him with an expression of warning.

"Well..." Starscream nervously said. "Home sweet home."

Knockout chuckled and eased Starscream's worry by walking up to him like an old chum.

"Welcome back to the winning side, Screamer."

"Knockout, just the mech I wanted to see."

Starscream held out his T-Cog to Knockout.

"Is that your..."

"Yes." He answered quickly and slightly shamefully.

"How in the verse..."

"It's a long story."

Megatron turned to Starscream. He wasn't aware that Starscream had lost his T-Cog and was not about to give him the inch of letting him keep even the smallest secret from him.

"Elaborate, Starscream."

"Um...Long story short...M.E.C.H. stole my T-Cog."

Megatron stood there with his arms behind his back, looking displeased with the answer.

"You allowed a group of lowly humans steal the T-Cog from you very frame?"

"They tricked me, Lord Megatron."

"You mean to tell me that after all your scheming and deception, that it were humans that got the best of you?"

"Oh, I payed them back in kind." He lied through his denta. "I made short work of them and managed to get my T-Cog back. But...I've had a bit of trouble...putting it back."

Starscream was basically asking for the Decepticons help...after being allowed the privilege of not being impaled and being allowed back on the Nemesis. Things were not off to a good start for him. Megatron stared at him, disapproval so very obvious. The warlord eventually gave a proper answer to the unasked question.

"Knockout, re-insert Starscream's T-Cog immediately. He's useless to us without his alt form."

"Right away, my Liege."

Megatron had one last thing to say before leaving.

"If I ever find out you let humans outwit you again, I will decorate the wall of my quarters with your frame on sheer principle."

Megatron left the area in disgust as Starscream thanked his lucky stars that his disapproval was the worst of it.

"Alright, let's get this put back where it belongs" Knockout stated.

Starscream smiled and nodded, a little embarrassed at being put in such a position. As he and Knockout left together, he felt the heated glared of Dreadwing follow him out the door. Starscream didn't know what his deal was. Their last interaction was far from civil, but it was nothing to look so angry over.

Then again, Starscream had betrayed Megatron which was sure to put in on the bad side of Dreadwing's loyalty. He figured that was the reason behind his dirty looks.

Starscream most certainly noticed Dreadwing's hateful glare at him, but he didn't seem to put much more than discomfort into it. This meant that he didn't know why Dreadwing was looking at him that way. He must've forgotten what he had done to Skyquake's remains or didn't know that Dreadwing knew. Either way, Dreadwing felt the energon in his lines boil. He had never felt the desire to kill another mech so badly.

"Dreadwing."

Dreadwing looked to one of the Vehicons that remained with the Nemesis.

"Lord Megatron wants to see you.

* * *

Dreadwing entered a room he had only seen a few times before, Megatron's trophy room. The area contained numerous relics of his past in the Pits of Kaon. He held numerous weapons on display, such an old sword he wielded before he became fitted with his wrist mounted sword as well as the shield that accompanied it. He also kept the remains of chipped, shattered, and broken weapons of his defeated opponents.

As Dreadwing approached him, Megatron was preparing a drink of rare, high-grade energon. No doubt, another piece of his past, a prize for one of his many victories, perhaps.

"You wished to see me, My Lord?"

Megatron kept his back turned as he sipped his high-grade.

"Starscream has returned to the fold."

"I'm aware of that, Lord Megatron."

"Of course, you're aware, Dreadwing. You were just there when he arrived with me."

Megatron turned around and looked at Dreadwing.

"And you haven't stopped scowling since."

Dreadwing said nothing.

"Tell me, just how badly do you wish to see Starscream dead at your pedes?"

Dreadwing had to calm himself to give an appropriate answer.

"Not enough to disobey you, Lord Megatron."

"Very good answer."

Megatron placed his drink down and walked over to Dreadwing.

"But you question my decision, nonetheless."

"Forgive me, My Lord."

"Please, express your concerns to me, Dreadwing. You are the Commander of my Armada and my SIC."

Dreadwing knew that Megatron wanted nothing but compliance from him, so he kept his more personal issues to himself, as not to casts doubt over his loyalty.

"I simply do not understand the need to bring Starscream back aboard the Nemesis, considering all he has done to go against you."

"Starscream is indeed untrustworthy and I wouldn't turn my back on him for even a nano-click. The need for him among us is far from ideal. But even with the red energon and an arsenal that goes with it, pride must be swallowed and actions must be taken to assure the Autobots don't worm their way to another victory as they have in the past."

"Lord Megatron?"

"Airachnid has betrayed us for them, Dreadwing. Her allegiance to us, short as it was, has given her valuable intel that Optimus Prime now possesses. And to assure she does not regain an army in my Insecticons, I was forced to leave them back on 3-9 to safeguard my red-fields along with half my Vehicon army. Dreadwing is dead, the Autobots already possess several powerful relics from Iacon, including the APEX Armor, and aside from the Aerial Armada and my two-wheeler squadron, You, Soundwave, Shockwave, and to a lesser extent, Knockout are the only true formidable subordinates I have in my corner. Shockwave's beast, magnificent as it is, is only that, a beast that answers to his command. I am short-servoed and if I want to make sure that this plan goes accordingly and the Autobots are wiped out for good, I'm going to need every capable asset I can find."

Dreadwing's personal feelings gave way to logic. Everything Megatron said made sense to him.

"I understand that you hold loyalty and honor in high regards and Starscream has neither. And I promise you that when the time comes, he will pay for his treachery."

Megatron walked closer to Dreadwing and put his servo upon his shoulder

"And because you have demonstrated nothing less than absolute loyalty to me, when we no longer have a need for Starscream, I will give the privilege of taking his life to you. You have my word."

Dreadwing was caught off guard by that promise. Megatron had promised Starscream's life to him, after all of the Seeker's actions against him, he was going to give the pleasure of payback to Dreadwing? That was very uncharacteristic of Megatron, but for Dreadwing, it satisfied him anyway.

"Thank you, Lord Megatron."

"This is my thanks to _you_ , Dreadwing, for remaining faithful. Shockwave will bring about the end to Optimus Prime and the Autobots and Starscream will play the smallest role in that. Once it is done, you will show him the cost of his disloyalty. But until then, no harm is to come to him. Do you understand?"

"I understand, My Lord."

"I knew you would, Dreadwing. That will be all."

Megatron was pleased with Dreadwing's understanding and allowed him to leave his quarters. Dreadwing did understand the temporary need of Starscream. The Decepticons had lost some of their muscle and even a weakling like him was necessary for the time being. But knowing that his time back with them was borrowed and it would end the moment they defeated the Autobots was enough for Dreadwing. He just had to be patient, to hold on to his anger until it was over. But it would be far from easy. The sight of the traitor was enough to make Dreadwing want to fly off into a rage. To keep his word and follow Megatron's command, the best thing to do would be to stay away from Starscream. His time would come, both his and Airachnid's.

* * *

Airi sat against the wall of the corridor with her legs crossed while Sierra sat in the center of them with as she worked on her math homework. Airi was as focused on her work as her partner was.

"I think I got it right, this time." Sierra said.

Airi looked down and tilted her helm.

"Hm almost, but not quite. Look there."

Sierra examined the equation and realized her mistake.

"Oh, right. I forgot about that."

Sierra realized her error and corrected it.

"Perfect, Red. You're getting the hang of this."

"Math was never my strong suit. Thanks again for helping me with my homework."

"Think nothing of it. I consider this a bonding experience."

"Well, you're really good at it. I never took you for a math wiz."

"I'm not, really." Airi began.

Airi was hesitant to explain herself, but decided to let a little something of her past come out.

"Jack was never great at math either. The more advanced stuff was something of a challenge to him."

Sierra looked up at Airi.

"You mean, your Jack?"

"There was a point where his grades had slipped so much that his mother threatened to come down on him until he got it together. I was afraid she was going to keep him from the base if he didn't get a passing grade. So, I had Soundwave download the lessons from Jack's school and I studied them myself so I could help him."

"Wow, that was very considerate of you."

Airi smiled a little, bittersweet as the memory was.

"I didn't want to have to leave Jack alone and bored. We would have study sessions like this around the Ark and when he passed his exam, he was so grateful to me. I really enjoyed that time together."

Sierra saw just how happy Airi seemed as she reminisced.

"I can see that."

Airi came back to the present.

"Anyway, that's how I became so skilled at Earth math."

"I'm glad you did. You've been a big help to me, Airi."

"I'm your partner, Red. Helping you is my what I do."

The two shared a smile and Sierra finished up the last few problems in her homework. As she closed her book and put her work away, she thought about what Airi had told her.

"You don't talk much about the Jack from your world, not unless your telling me something about him and your world's Sierra."

Airi was afraid of this. Bringing up her world opened the door for conversation that was bound to let something reveal itself.

"As much as I'm not looking forward to the day you have to leave us, I really hope you see your Jack soon. I can tell you miss him a lot."

"I have you four to keep me company. You don't have to worry about that."

Airi wanted the conversation to go no further.

"Even still, it sounds like you're really close with him. I guess that's why you're so close with ours."

Airachnid was beginning to think about the more painful memories of her past and she became quiet. Thankfully, Sierra didn't notice.

"By the way, what did you mean by Jack owing you a date?"

Airachnid thanked Primus that the subject had changed. She let go of her past for the moment and got back to the present.

"Oh...Just something I teased Jack about a while back."

"You really like to mess with him, don't you?"

"Well, he just makes it so easy for me. He's so awkward and shy when it comes to femmes that he sets himself up perfectly. I just can't resist."

"You're mean, Airi."

"Oh, stop. Jack knows I'm only having fun. I only do it because I love him."

Sierra didn't respond to that and was a quiet for a second.

"You do, don't you?" She asked.

Airi looked down and began stroking Sierra's hair with a digit.

"I love all of you, Red, every single one of you."

"And Jack's mom?"

"Yeah...Her too. Someday, I hope she see's that."

The two of them were quiet, but they had gotten to a point where that was okay. The silence was comfortable and nothing else needed to be said. Airi wished that she could tell Sierra the truth, that their time together wouldn't be cut short. But she had been through enough while Airi was recovering and she needed some time before they got into something as tragic as Airi's true past. There would be a time when she would tell them all the truth, but she just wanted to enjoy the peace she had now. With the Decepticons, there was never a guarantee of how long it would last.

"Hey, guys."

Airi and Sierra looked to see Jack standing in the middle of the hallway.

"Jack, hey." Sierra said, a little happier that he was there.

"What are two doing out here?" Jack asked.

"Oh, just helping Red with some Algebra." Airi answered.

"Where's Arcee?" Sierra asked.

"Out on patrol with the Smokescreen. Optimus decided that he needs a chaperone."

"I need to remember to punish him for slacking off when it came to you, Red." Airi said.

Neither Jack nor Sierra wanted to know the specifics of what she meant by that. Sierra stood up and got up from her spot in Airachnid's lap.

"I need to call my Dad. I'll be right back."

Sierra left the corridor and headed back to the main hall, leaving Airi alone with Jack.

"Don't stare too long, Jack."

Jack realized that he _was_ staring at Sierra as she left, in particular, the tight yoga pants she was wearing. He looked away quickly, hoping he didn't look at red as he felt.

"I guess even you can be a little perverted sometimes."

"I not perverted." Jack mumbled in embarrassment.

Airachnid stifled her laugh but decided to show Jack mercy.

"Come here, Jack."

Jack looked at Airi and walked over to her. Airi was still sitting down and rested both of her servos upon his shoulders.

"Doing alright, Jackson?"

"Yeah." Jack answered in puzzlement. "I guess."

"You're not still blaming yourself, are you?"

"No...Not anymore. Our talk...it helped."

Airi smiled at Jack, happy that they came to an understanding.

"I'm happy to hear that. I don't ever want you to carry weight that isn't yours, especially for things that are beyond your control."

Jack touched one of Airi's digits and worked up the nerve to ask her of something he'd been thinking about for a while.

"So..."

"So?"

"I owe you date."

Airi looked surprised.

"Well, you did propose a day where it would be just us. I haven't forgotten."

"I was thinking...You have any free time in the future?"

Airi wanted to tease Jack, to joke about going on a actual romantic date, imply a night of sex, just to see him fluster and stumble over himself. But being asked to spend time with him, the thought of them being together like she had with her Jack, the thought made her too happy to ruin it by joking.

"You're...You're really asking me out?"

"Don't worry, I'm not expecting to get lucky on the first date."

"Did...Did you just make a joke at me?"

Jack looked like he might've said the wrong thing, but Airi's smile reassured him.

" _I'm so proud of you_." She said jokingly.

"Well...You do it to me so much, I guess I learned from the best. So, what do you say?"

Airi was happy. She wanted to spend some quality time with Jack, just them.

"Well...tomorrow, I'm having my long overdue race with Bumblebee and Rafael, which I fully intend to win. In which case, I get the cute little darling all day on Saturday."

Airi thought further.

"Sierra will be spending time with her mother on Sunday, leaving me without a partner."

"Sunday then?"

Airi faked like she was thinking it over, but her mind was already made. She moved to where she was on one knee in front of Jack.

"Sunday morning, you and me, whatever you want to do. Sky's the limit."

Jack seemed pleased with that, as happy to spend time with Airi as she was to spend time with him.

"I look forward to it." Jack said.

"So do I, Jackson."

Airi stood up and the two decided to head back to the main hall to meet Sierra. Airi, of course, couldn't let the conversation end without making Jack blush big time.

"If I were human, I would make sure dress extra sexy for you."

"Nope, not biting this time."

"A nice, tight, form fitting dress that hugged my curves. I know you'd like that, the way your eyes were glued to Sierra's rear."

Jack was already looking away.

"Not gonna work."

"I might even go without garments underneath. You just might get lucky after all."

"Okay!" Jack nearly yelled as he almost ran for the end of the hall. "It got weird, going now."

" _Don't run from me, Jack. You can't escape my burning passion_. Airi needs some lovin' too, you know." Airi yelled as chased after him.

"Not listening, lalalalalala.

The two continued on as they made it to the main hall, both excited about the coming weekend. Between her race with Bumblebee, her time with Rafael, and her day with Jack, Airi had a lot to look forward to.

* * *

Dreadwing kept to himself, limiting his time to his quarters and the training area. This was to avoid coming into contact with the unwanted guest. He gave Megatron his word that he would keep himself in check around Starscream and he didn't want to break it. But it was far from easy to do that whenever he saw the Seeker.

Dreadwing never liked Starscream. Even from the beginning, he sensed his cowardice. True, Starscream started off as a scientist and wasn't very active in the field. The lack of combat talent was not what made him distrust Starscream. But he was always bragging about his ambition, his loyalty to the cause, always talking himself up in a way to impress Megatron. Dreadwing didn't buy any of it. Starscream was a fraud, not even half of who he pretended to be. When the time came, he demonstrated less than impressive actions during his first mission. Starscream had little spark to him, which would've just meant he wasn't cut out for the field. But Dreadwing saw that his lack of commitment in the field extended to his very place among the Decepticons. He wasn't as dedicated to the cause as he claimed and that's when Dreadwing saw his ulterior motives.

He always stood close by to Megatron, too close for Dreadwing's comfort. Little by little, he saw that Starscream wasn't choosing to stay close to remain in Megatron's good graces, but he desired to stand where he was standing. He wanted what Megatron had, power, authority, respect. He wanted to be as big as Lord Megatron without fighting or sacrificing anything of his own to achieve it, a mech who's grasp exceeded his reach.

It all came to a head when Starscream started to make his moves against Megatron, his attempts to cease power while he was supposedly dead. This would not have happened had Dreadwing been there. But Starscream showed his true colors when he demanded to Decepticons to "Hail Starscream".

Dreadwing disliked Starscream long before desecrated his twin's remains and he wanted nothing to do with him. All this made it impossible to even be in the same room as him without letting his intentions be known. Dreadwing had orders to follow, but he didn't have to like them. So, he stayed out of the way until he was needed. He'd wait until it was time to honor his brother and do the right thing.

"Skyquake." Dreadwing said somberly.

Perhaps the most unfortunate part of it all was not how Skyquake expired, but how he didn't meet his end. Dreadwing didn't know the circumstances or any details of how his twin died at the servos of the Autobots. He didn't know which of them had taken his brother's life or how they did it. He would like to believe the Skyquake went out clutching his weapon and fell in battle. But even if that was the case, it was tarnished by what Starscream did afterwords.

But when it was all said and done, Dreadwing knew that wherever Skyquake's last moments were, he was left there. His frame was not buried or moved. He didn't receive a proper burial or send off as a warrior deserved. And he was indeed a warrior. That was something Dreadwing could not allow any longer. Skyquake deserved to be laid to rest properly...But only Starscream knew where his frame was left.

"Primus, slag it."

Dreadwing then thought for a moment. That wasn't entirely true.

* * *

Things were pretty calm at the Autobot base. Jack and Rafael were studying together on the latter's laptop, while Bumblebee was getting ready for his race with Airachnid the next day. Of course, Miko and Bulkhead were rocking out in another room, much to the mercy of everyone else. Airachnid and Sierra were enjoying an evening ride as the sun was going down, spending some time together before the kids all had to go home. Optimus was pleased to see his team enjoying their time. Neither he nor Ratchet had told anyone of what they had learned a few days ago. They had no idea what Megatron was up to or why the Nemesis left Earth. The two were on high alert, waiting for signs of their return. They didn't know that Megatron had already returned using his space bridge. They knew nothing of his red energon supply.

"What?" Ratchet said as someone made contact with Omega One.

Ratchet went over to the console to see who was trying to reach them. Optimus and Arcee went over as well.

"Someone's trying to reach out to us." Arcee stated. "Is it another Autobot or a neutral?"

Ratchet paused as he looked at his screen.

"Neither." He said.

Arcee took a second to figure that out.

"A 'Con?" She asked.

Optimus looked closely at the screen and saw who was trying to reach them.

"Dreadwing." He said.

Jack and Rafael came to the edge of the platform to find out what was going on.

"Isn't that Megatron's right hand guy?" Jack asked. "Why would he be reaching out to the Autobots?"

Arcee looked up at Jack, wondering the same thing.

"I am not sure, Jackson." Optimus stated.

"I have his location." Ratchet said. "Do we want to meet him out in the open. It could be a trap."

Optimus thought for a moment.

"A deceptive ambush is not something Dreadwing would take part in. He would much rather challenge us openly."

"So, he's calling us out. Is that it?" Arcee questioned.

"Maybe he wants to talk about Airi." Rafael suggested. "He might think he could talk you into giving her up."

Jack looked to the Autobots in concern, but Optimus looked back at him in a way that assured him that they would never do such a thing.

"The only way to know for certain is to go to him and see for ourselves."

"We sure we wanna do that, Sir?" Arcee asked.

"As I've said, Dreadwing is not the type to set a trap for his enemy. I will meet him at his location and find out why he has contacted us. Do not be worried. I _will_ maintain my guard."

Arcee looked back up at Jack and Rafael, who still looked worried, even though Optimus told not to be.

"I'm with you, Sir. I'm not letting you go out there alone."

"Very well. But remember that Dreadwing is among Megatron's elite forces."

"Yeah and I'm the most dangerous one on our side, besides you. I got this, Sir."

Ratchet input the coordinates and opened a ground bridge to Dreadwing's location. Before they left, both Optimus and Arcee looked up to Rafael and Jack.

"Be careful, guys." Jack said.

They both smiled, happy to have them to return to. They left through the ground bridge and ended up in the rockies, covered in fog. This was ominous.

"I didn't think you would respond."

The pair armed their blasters and turned to see Dreadwing appear in the fog. He was armed with his sword and his mini-gun at his back, but neither were drawn. He took a step forward.

"Stay right there." Arcee ordered.

Dreadwing complied and reacted with no aggression, whatsoever. Optimus noticed this.

"Dreadwing, why did you make contact with our base?" Optimus asked.

Dreadwing's face became stern.

"Before I tell you, I want to make it clear that my coming to you in no way changes where we stand, Autobot."

"Stand on what?" Arcee asked.

"We are still enemies, nothing that happens here will change that. I am a Decepticon and you are Autobots. I have come to you only because...because you have the information I seek."

"And why would we help you, Dreadwing?" Arcee asked viciously.

Dreadwing didn't answer and Optimus studied him closely. There was something heavy on his mind.

"Optimus, were you there when my brother fell in battle?"

Optimus was surprised to be asked about that by Dreadwing after all this time. He had only mentioned his twin, Skyquake, once since he arrived on Earth.

"I was."

Dreadwing seemed hesitant and his expression became downcast. As much as he tried to hide it, Optimus could see the pain of loss on his face.

"Please...tell me where to find his frame."

"What?" Arcee asked.

She shifted her servos back and lowered her arms.

"My brother, he died in battle...I wish to give him a proper burial, befitting of a warrior such as him. But in order to do that, I need to know where his frame was left. He deserved better than to be abandoned and left to rust."

Once again, Dreadwing's code of honor shined through and once again, Optimus saw how it was wasted on the dishonorable Decepticons.

"I can tell you where me and my subordinate saw your brother's remains last, Dreadwing."

"Optimus." Arcee said in protest.

"However, I must also tell you that our battle with him was the not last encounter my team has had with him."

Dreadwing said nothing, but he knew what Optimus meant by that.

"Since his needless demise, your brother's frame was reanimated into a Terrorcon. I am sure you have learned of them."

"Using dark energon, yes, I know about them. It was Starscream who attempted to turn my brother into a thrall."

"An unfortunate fate of a lost mech, but it goes beyond that."

Dreadwing was paying attention now.

"When Starscream attempted to use your brother against us, it had turned on him, forcing him to retreat through the a ground bridge. At the time, our human companions had foolishly followed us onto the battlefield, forcing us to open another for them to escape through. With two portals opened so closely to one another, it created an entry point into a fourth dimension known as the Shadowzone. Skyquake was sent there along with our humans and, unfortunately, was unable to escape with them. His frame remains there now."

Optimus could see the crushing disappointment in Dreadwing's optic. He truly wanted to bury his brother.

"Is he..." Dreadwing was afraid to ask what he wanted. "Is he still undead?"

Thankfully, Optimus had a comforting answer for that.

"No...When I used the Matrix of Leadership to seal away Unicron, I severed the symbiosis between him and his dark energon. I am certain that Skyquake is no longer a Terrorcon."

That was a relief to Dreadwing, a small relief.

"Is there any other way to reopen the path to this Shadowzone without the use of two ground bridges?"

"I'm afraid not, Dreadwing."

Dreadwing was quiet, calm, but upset. He hid it well, but Optimus could see it.

"May I ask for the coordinates anyway?"

Optimus didn't reply. Dreadwing was clinging to hope that something of his brother's was left behind. His weapon, his keepsake, anything. Optimus provided him with the coordinates, hoping that they would provide some closure to him.

"I hope you find something of use to you, Dreadwing."

Dreadwing closed his optics and took a moment to clear his head. He opened them and looked at Optimus and Arcee with the same seriousness as before.

"I thank you for this, Optimus Prime. But as I've said before, this changes nothing between us. The next time we see each other, it will still be as enemies. And I still intend to punish the turncoat."

But just as he was about to leave...

"Dreadwing."

Dreadwing looked back to see Arcee had stepped forward.

"Why come to us for this? Why not get the answer from Starscream? He was there too."

The mere mention of that traitors name made Dreadwing ball his fist. This meeting had made him hate the Seeker even more. Because of his actions, not only was Skyquake raised as an undead feral, but his frame was lost to another dimension. Dreadwing didn't answer Arcee and flew off without saying anything else. Arcee and Optimus watched his disappear into the darkening sky.

"I kind of feel sorry for him" Arcee said.

"I do feel pity for him, Arcee. Both he and Skyquake were unquestionably loyal to Megatron. They both deserved than what they have been given."

* * *

Dreadwing had gone to Starscream earlier, to find out where his brother was left. Or at least, he tried to. He had gone around the Nemesis, looking for Starscream. Apparently, word of this had gotten back to Megatron. Before Dreadwing could find who he was looking for, Megatron had found Dreadwing first and demanded he stay away from Starscream. When Dreadwing explained himself, expressing his desire to find his twin's remains and that he had no intention of harming Starscream, Megatron made it clear that it didn't matter to him either way. He stated that Starscream's loyalty for the time being was too valuable and that if he knew that Dreadwing was aware of what he had done to Skyquake, he would be in fear of his life. In that fear, he might betray the Decepticons once again. So, he forbid Dreadwing from seeing him and the two were not to be left alone under any circumstances.

That was why Dreadwing had gone to the Autobots. He knew that it was an act of betrayal itself, but he needed to do right by his kin. He didn't give them anything that would compromise the Decepticon's plans, he only wanted to know where to find Skyquake. Megatron could never know about this. Regardless of Dreadwing's reason, he would not understand nor would he accept it.

Dreadwing found the location of where his brother had fought against Optimus Prime. As he landed his alt, he could see the signs of a previous battle that had raged in the area. There were signs of mini-gun fire and explosions, weapons of choice for the twins. Dreadwing searched the area, not sure of what he was hoping to find. He found a large crater off of one of the canyons. When he landed to examine it, he conclude that this was where his brother met his initial end. The crater looked like a crash site of an aircraft. But there was nothing that remained of his brother. He walked around the nearby area, searching for something, anything. He found it eventually...what little it was.

Dreadwing saw it at his pedes and knelt down to see it closely. When he got a good look at it, he recognized it right away.

"Brother."

It was his arm, decayed, faded, rusted. It had clearly been mutated into a Terrorcon, post-death. This was all that remained of his twin, all that he had left to bury. Dreadwing fell to his knees and hugged his brothers arm closely, shivering with anger...and sadness.

" _I'm sorry, brother. I should've been here...I should've fought by your side_."

With the rage of the war, the constant battles with the Wreckers throughout the cosmos, Dreadwing hadn't taken the time to mourn his brother, to truly let it sink in that he was gone. It was only now that he had realized just how much he missed him.

" _Forgive me, Skyquake_."

* * *

The sun had set and Dreadwing stood tall in the middle of the canyon, holding his sword to the ground. He raised his sword and dug it into the recently disturbed Earth in front of him. Beneath the dirt was his brother's arm. Dreadwing left his sword in the ground and stepped back to bid farewell to his twin.

"I will make this right, Skyquake. When the time comes, I will bring justice to Starscream. This, I promise...brother."

Skyquake bowed his head.

"Primus, forgive us for the things we've done, for we've done them out of loyalty to our master. Please allow my brother a place by your side in the Well of The All-Spark so he may know peace after eons of war. And when the time comes, please allow us to be reunited in death."

Skyquake said his final goodbyes and left his brother's grave. As he flew back to the Nemesis, he couldn't help but feel something in his spark, a bit of anger, resentment, betrayal. And it wasn't at Starscream or Airachnid, it was at Megatron. He was still loyal to him. But a fact remained that bothered him, the Autobots gave Dreadwing something Megatron wouldn't, closure. Dreadwing didn't want to dwell on it. There were bigger things at play. But after all he had done for Megatron, why couldn't he offer this small kindness? Why did he keep him from honoring his brother, who was as loyal as Dreadwing, himself? Why did he have to go to the Autobots for that?

For the first time in his life, Dreadwing was questioning his loyalty to Megatron.

* * *

 **This is the longest you've ever had to wait for an update, so I'll explain myself. You've noticed that I change jobs often and I recently landed a big one. The problem, it's the hardest job I've ever had. It's been the most physically demanding and I'm only home for, at most, nine hours out of the day. Most of which, I spend sleeping. Needless to say, it's been really hard to stay on top of these and update within my two week mark. But you've all been patient and have stuck with me and I thank you and apologize for that. I really don't know how often I can have these up. So, if you're willing to stick it out with me, I can't thank you enough.**

 **So, this time around, we're focusing on Dreadwing. But let's talk about Airi first. I had a lot of fun writing out the team jam session. I know that seems a little silly, but I wanted Team Prime to have something they all do together and for Airi to be welcomed into. At first, the song was going to be "Living On A Prayer", but I decided to go with the "The Touch" instead. It just seemed right. Also, I would pay to hear the cast of TFP actually sing the whole song together, especially Peter Cullen. But basically, Airi has been initiated as a full fledged Autobot with this world and she couldn't be happier.**

 **We also have some set up for future things she's going to do with the others. She's getting ready for her race with Bumblebee with Rafael as the prize and she's also planning a day with Jack. Things seem to be looking up for Airi. Although, I have to wonder how Arcee's gonna feel about Jack spending time alone with her.**

 **Going back to Dreadwing, he's going through some stuff himself. Starscream's back with the Decepticons and he's not happy about that** _ **at all**_ **. I made a mistake with the canon as Dreadwing didn't find out about Starscream using dark energon on Skyquake until after he returned with the Omega Keys. Here, he and the rest of the Decepticons already know about it. Either way, he wants Starscream to pay for that, but Megatron isn't letting him do anything about it.**

 **Megatron's reasoning is sound, to me at least. He's had to leave a chunk of his army behind and he lost a good warrior in Breakdown, so he kind of needs everyone he can get. It makes about as much sense as to why he let Starscream back into the fold when he gave him the Omega Keys and more sense than when he (SPOILERSSPOILERSSPOILERS) killed Dreadwing to protect Starscream. But not letting Dreadwing find out where his brother was has left a mark on him and now, his loyalty has been cracked. The fact that Optimus was more willing to help him honor Skyquake is also changing the way Dreadwing sees his own loyalty. He's going to have to ask himself some important questions come the next chapter. If only he had an Iroh to help him see what's important. Everyone needs an Uncle Iroh, I feel.**

 **So again, I'm sorry I took so long and I wish I could say I'll stick to my schedule. But work is really keeping me from these stories right now. I work for Coke by the way and the 4th is coming up. I have a long few week ahead of me. But I'll try my best with these stories and I will not, I repeat, I will not abandon them. I'm still figuring out The Sad Man, but I know where I want to go with ASOG and Old Nightmare. Speaking of which, that comes next. So, thank you for keeping your patience and I ask for a little more. I know you guys stuck it out this far and I really want to hold on to my readers.**

 **So, I will keep at it as much as I can and I hope to see you all next update. Thanks for sticking around.**

 **Side note: The Bumblebee movie looks pretty good, but they missed a huge opportunity to play "The Touch" when the girl put a tape in Bee's radio. Also, I hope that jet we saw as Starscream. Never really like his triangular design in the Bay movies. Glad they're going with the G1 classic. Also, Bumblebee kind of looks like TFP Bumblebee, but does his battle mask kind of remind you of Sari Sumdac's robot form?**


End file.
